EMPW Empower Ltd

Item 5.02         Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On December 12, 2022, Holley Inc. (the “Company”) announced that the board of directors of the Company (the “Board”) approved the appointment of Jesse Weaver, 41, as the Company’s Chief Financial Officer, effective immediately. Mr. Weaver will succeed Stephen Trussell, who has served as the Company’s Interim Chief Financial Officer since September 30, 2022. Mr. Trussell will continue as the Company’s Vice President of Finance, a role he has held since 2009.

 

Prior to his appointment as Chief Financial Officer, Mr. Weaver served as the Senior Vice President of Finance at SmileDirectClub (NASDAQ: SDC) since 2021. Mr. Weaver also served at Dollar General Corporation (NYSE: DG) as the Vice President of Financial Planning and Analysis from 2019 to 2021 and as the Senior Director of Financial Planning and Analysis from 2017 to 2019.  Before joining Dollar General, Mr. Weaver held multiple leadership positions in finance at Yum! Brands (NYSE: YUM) U.S. Pizza Hut division.

 

The terms and conditions of Mr. Weaver’s appointment will be governed by an employment agreement dated as of December 12, 2022, between Holley Inc. and Mr. Weaver (the “Employment Agreement”). Pursuant to the terms of the Employment Agreement, Mr. Weaver will receive an annualized base salary of $435,000 (“Base Salary”) and, beginning in 2023, will be eligible to receive an annual performance bonus ranging from 65% to 130% of his Base Salary, subject to Mr. Weaver’s achievement of specified objectives to be established by the Board or a committee thereof. Additionally, Mr. Weaver will receive a one-time signing bonus of $225,000, which Mr. Weaver will be obligated to repay if he voluntarily terminates his employment with the Company prior to the two-year anniversary of the date of payment of the signing bonus. Beginning in 2023, Mr. Weaver will also be granted annual stock compensation (“Annual Stock Grant”) in the amount of 150% of the Base Salary, in the form to be determined by the Compensation Committee of the Board. Concurrently with the Annual Stock Grant in 2023, Mr. Weaver will receive a one-time equity grant of Restricted Stock Units (“RSUs”) with a value of $100,000 as of the grant date. The RSUs will vest in equal installments on the first and second anniversary of the grant date. In the event that Mr. Weaver’s employment is terminated by the Company other than for “Cause” (as defined in the Employment Agreement), Mr. Weaver will be entitled to severance in an amount equal to six months of his Base Salary.

 

A copy of the Employment Agreement is filed as Exhibit 10.1 to this Current Report on Form 8-K (this “Report”) and is incorporated herein by reference. The above descriptions of the Employment Agreement contained herein are qualified in their entirety by the full text of such exhibit.

 

There are no arrangements or understandings between Mr. Weaver and any other persons pursuant to which he was appointed as Chief Financial Officer of the Company. There are no family relationships between Mr. Weaver and any of the Company’s directors or other executive officers, and Mr. Weaver is not a party to any transaction, or any proposed transaction, required to be disclosed pursuant to Item 404(a) of Regulation S-K.