EXHIBIT 10.18
EMPLOYMENT AGREEMENT OF XXXXX X. XXXXXX
April 18, 2001
Xx. Xxxxx XxXxxx
0000 Xxxxxxxxx Xxxxx
Xxxxxxx, XX 00000
Dear Xxxxx:
I am pleased to extend this offer to you to join BankAtlantic as
Executive Vice President and Chief Information Officer. As such you will provide
such services to BankAtlantic, BankAtlantic Bancorp and entities within the
consolidated group as may be requested by the Chief Executive Officer and the
Board. You will commence employment on or about June 1, 2001 at an annual salary
of $288,750, payable in accordance with the Bank's standard payroll practices
bi-weekly subject to taxes and withholding. You will be eligible to earn
incentive compensation of up to 50% of your salary based upon the achievement of
certain performance goals. You will receive the maximum bonus on a pro rata
basis for 2001 and in full for 2002.
In consideration of the benefits you are forfeiting with your current
employer, upon commencing employment, you will receive (i) the sum of $100,000
and (ii)195,000 shares of Restricted BankAtlantic Bancorp Class A Common Stock
which will vest over 10 years at a rate of 19,500 shares per year on each
anniversary date on which you continue to be employed by BankAtlantic. Provided
that you are an employee at the time, BankAtlantic will pay you an amount
necessary to reimburse you for the federal income tax which you will be required
to pay in connection with the receipt of such shares of Restricted Stock and the
federal income tax payable on such reimbursed amount, based on your marginal tax
rate, but in no event more than 40%. The shares of Restricted Stock will be held
in the name of the Compensation Committee for your benefit. You will receive
certificates representing the shares upon vesting together with any shares
issued as stock dividends on the underlying Restricted Stock but will receive
cash dividends as and when paid.
In the event of a change of control of BankAtlantic, which shall mean
that 50% or more of BankAtlantic's stock is acquired by a third party which does
not as of the date of your employment hold such stock, any unvested shares of
the original 195,000 shares of Restricted Stock shall vest immediately. Further,
if you resign within one year after such change of control, you will be entitled
to two times your annual salary and two times the higher of your preceding two
years' cash bonuses.
In the event you are terminated without cause prior to December 31,
2004, BankAtlantic will pay you an amount equal to two times your annual salary
and two times the higher of your preceding two years" cash bonuses and an
additional 78,000 shares of the yet unvested Restricted Stock will immediately
vest. If you are terminated without cause after December 31, 2004, you will
receive an amount equal to one year's base salary and an amount equal to the
higher of your preceding two years" cash bonuses, and an additional 39,000
shares of the yet unvested Restricted Stock (or the remaining unvested shares of
the original 195,000 shares of Restricted Stock, whichever is less) will
immediately vest. No tax reimbursement will be payable with respect to the
shares of Restricted Stock vested on an accelerated basis.
Other than as expressly provided above in connection with a change of
control or termination without cause, if your employment is terminated for any
reason, including voluntary resignation or death or disability, any portion of
Restricted Stock which remains unvested will automatically become null and void
and will revert to Bancorp and you will forfeit any right to salary, bonus or
severance payments.
Your relocation expenses will be reimbursed in accordance with
BankAtlantic"s Relocation Policy. Medical and other benefits, including a car
allowance, vacation and participation in our 401K plan, will also be provided to
you consistent with that provided our executive officers subject only, where
relevant, to completion of any applicable service eligibility requirements.
This offer is contingent upon completion of satisfactory reference
checks, a satisfactory credit inquiry, verification of current employment, drug
testing and a criminal background check. Additionally, you must submit proof of
identity and employment eligibility to satisfy government I-9 requirements. As a
Corporate Officer of BankAtlantic, you will be required to sign the
Non-Solicitation Agreement previously given to you.
Xxxxx, I believe that BankAtlantic presents an exciting opportunity for
you and that together we will build a stronger BankAtlantic. The entire
management team looks forward to having you join us.
Sincerely,
BankAtlantic
By:
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Xxxx X. Xxxxx
Offer accepted and agreed to:
--------------------------------
Date:
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