Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On January 26, 2007, The Topps Company, Inc. (the "Company") entered into an
Employment Agreement with Xxxxx X. Xxxxxxxxxxx, its President and Chief
Operating Officer. The Agreement is effective as of January 1, 2007, and has an
initial term of three years. The Agreement provides for an annual base salary of
$420,000 and an annual bonus, based on certain performance criteria established
by the Company's Compensation Committee, with a target of not less than 45% of
base salary. Any bonus earned will be payable 80% in cash and 20% in the form of
restricted stock.
If Xx. Xxxxxxxxxxx'x employment is terminated by the Company without "Cause," he
quits for "Good Reason" (in either case, as defined in the Agreement), or the
Agreement is not renewed following the expiration of its term, he will be
entitled to a payment of certain severance benefits ranging from 1 to 2 times
his base salary plus bonus, depending on the nature of such termination and
whether such termination is prior to, in connection with or following a change
in control of the Company.
The Agreement contains standard confidentiality covenants, as well as
non-competition and non-solicitation covenants that run for a six, nine or
twelve-month period following Xx. Xxxxxxxxxxx'x termination of employment,
depending on the reason for termination, and requires Xx. Xxxxxxxxxxx to execute
a release of claims against the Company before severance benefits will be paid.
