UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
CURRENT REPORT
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Emerging growth company
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| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
As previously disclosed, the employment term for David Abner, former Executive Vice President and Head of Europe of WisdomTree Investments, Inc. (the “Company”), expired on July 31, 2019. On August 27, 2019, the Company and Mr. Abner entered into a separation agreement, pursuant to which, in consideration for his release of claims against the Company, he will be entitled to receive separation payments in the aggregate amount of $1,254,167 in cash, subject to applicable deductions and withholdings. In addition, 63,120 unvested shares of restricted stock issued to Mr. Abner that would otherwise vest on or before July 31, 2020 will be modified to vest in full on January 31, 2020, and 37,735 unvested shares of restricted stock that would otherwise vest after July 31, 2020 will be modified to vest in full on July 31, 2020. Such vesting is conditioned on Mr. Abner serving as a consultant to the Company or its subsidiaries through the applicable vesting date. Currently exercisable options to purchase an aggregate of 150,000 shares of common stock that would otherwise remain exercisable for 90 days after the separation date also will be modified to remain exercisable until January 27, 2020. The Company will pay for COBRA costs for Mr. Abner and his eligible dependents until the earlier of July 31, 2020 and the date he becomes eligible for health insurance coverage through a new employer, and will provide Mr. Abner with repatriation and tax preparation assistance and tax equalization payments, if any, as described in the separation agreement.
On August 27, 2019, the Company also entered into an agreement with Mr. Abner to provide consulting services for key projects related to exchange-traded products. The term of the agreement is for one year through July 31, 2020, subject to customary termination provisions. The Company will pay Mr. Abner $27,083.33 per month and he will be eligible to receive a bonus upon the completion of his services in the Company’s sole discretion.
The foregoing summary is qualified in its entirety by reference to the separation agreement and consulting agreement, which are filed as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K and incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits |
| (d) | Exhibits: |
| Exhibit 10.1 |
Separation Agreement between the Company and David Abner, dated August 27, 2019 | |||
| Exhibit 10.2 |
Professional Services Agreement between the Company and David Abner, effective August 1, 2019 | |||
| Exhibit 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| WisdomTree Investments, Inc. | ||||||
| Date: August 29, 2019 |
By: |
/s/ Marci Frankenthaler | ||||
| Marci Frankenthaler | ||||||
| Executive Vice President, Chief Legal Officer and Secretary | ||||||