CBAK » Topics » Potential Payments upon Termination or Change in Control

This excerpt taken from the CBAK DEF 14A filed Jan 28, 2010.

Potential Payments upon Termination or Change in Control

We do not have change-in-control or severance agreements with our named executive officers. However, (i) each named executive officer’s employment agreement provides a payment to the named executive officer on account of the Company’s termination of his employment without cause and (ii) the Stock Option Plan provides that all outstanding options will automatically accelerate and become fully exercisable upon a change in control, except to the extent that those options are to be assumed or replaced by the successor company. In addition, the committee administering the Stock Option Plan has the authority to accelerate vesting of the shares of Common Stock subject to outstanding options held by any optionee in connection with the involuntary termination of that individual’s employment within 18 months following a change in control in which the options are assumed or replaced.

The following table reflects amounts payable to our named executive officers (1) assuming their employment was terminated without cause on September 30, 2009 and (2) assuming a change in control on September 30, 2009 or involuntary termination within 18 months of a change in control.

   
Name   Termination
Without
Cause ($)
  Change in
Control(1)($)
Xiangqian Li     8,800 (2)      485,100.00  
Tony Shen     7,039 (3)      39,000.00  
Huanyu Mao     7,920 (2)      64,998.70  
Kenneth G. Broom     61,943 (4)      97,097.40  

(1) Amounts in this column reflect the value of unvested options that would be accelerated upon (i) a change of control if the options are not assumed by the successor corporation and (ii) involuntary termination within 18 months following a change in control in which the named executive officer’s options were assumed or replaced. Amounts are calculated based on (i) the difference between (a) the closing market price of a share of the Company’s common stock on September 30, 2009 and (b) the exercise price per share for an option grant, (ii) multiplied by the number of shares subject to the option grant. There is no acceleration of restricted shares.
(2) In accordance with their employment agreements, Messrs. Li and Mao, if terminated without cause on the last day of the 2009 fiscal year, would have been entitled to three months of salary continuation.

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(3) In accordance with his employment agreement, Mr. Shen, if terminated without cause on the last day of the 2009 fiscal year, would have been entitled to three months of salary continuation.
(4) The amount is equal to the amount Mr. Broom would be paid if he continued to be employed for the remainder of the term of his employment agreement.

"Potential Payments upon Termination or Change in Control" elsewhere:

American Electric Technologies (AETI)
Energizer Holdings (ENR)
Woodward Governor Company (WGOV)
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