In connection with his appointment as Chief Financial Officer on October 31, 2022, we entered into an employment agreement with Mr. Cole. Under the employment agreement, Mr. Cole will be eligible for an annual equity grant in his second year of employment with a value of $600,000. In addition, in the event Mr. Cole is terminated by us without cause, or if he resigns for good reason, he will be entitled to base salary continuation for a period of 6 months. To the extent Mr. Cole is covered under the Company’s health plan at the time of such termination or resignation, the Company will pay the employer’s portion of COBRA premium payments for Mr. Cole and his covered dependents through the severance period. In addition, if Mr. Cole is terminated without cause or resigns for good reason within twelve months following a change in control, his unvested equity incentive awards will vest immediately prior to such termination or resignation. The severance payments and benefits provided under the employment agreement are subject to Mr. Cole’s execution and non-revocation of a release of claims in favor of the Company and continued compliance with certain restrictive covenants described below.
For purposes of the executive employment arrangements, “cause” generally means a (i) violation of a Company policy or rule, (ii) breach, attempted breach, or violation of any non-competition or non-solicitation agreement the executive has with the Company, (iii) willful failure to substantially perform duties with the Company, subject to an opportunity for notice and cure for Mr. Cole, (iv) willful failure in any material respect to carry out or comply with any lawful and reasonable directive of the Board, (v) arrest for, conviction of, or plea of guilty, nolo contendere, or no contest to any felony or a misdemeanor involving moral turpitude, material deceit, or fraud, (vi) gross negligence, willful misconduct, or (vii) other conduct by the executive that could be materially harmful to the business, interests or reputation of the Company. For purposes of the executive employment arrangements, “good reason” means, subject to certain opportunities for notice and cure (i) the Company relocates the executive or requires the executive to be based, in either case, (x) outside the Company’s current location resulting in a material increase to his normal commute (for Mr. Nogueira) or (y) more than 35 miles from the Company’s Burlington, MA location (for Mr. Cole), (ii) a material reduction in job responsibilities, or (iii) a material reduction in base salary, other than as part of an across the board salary reduction applied to all similarly situated executives (for Mr. Nogueira).
We have not entered into an employment agreement with Mr. Fulop or Mr. Myerberg that sets forth the terms and conditions of their employment with us or provides severance payments or benefits in connection with their termination of employment.
All of the named executive officers have entered into restrictive covenant agreements with us that generally contain 12-month post-employment non-competition and non-solicitation covenants.
Agreements with Former Executive Officers
We entered into separation agreements with Messrs. Jafar and Haley in connection with their termination of employment during 2022.
Separation Agreement with Mr. Jafar
We entered into a Separation Agreement with Mr. Jafar in connection with his separation in June 2022. Pursuant to the Separation Agreement and subject to his execution of a release of claims and continued compliance with a separate restrictive covenant agreement (except with respect to certain non-competition obligations, which were waived in connection with Mr. Jafar’s separation), the Company agreed to pay Mr. Jafar severance payments equal to 6 months of his base salary amounting to $207,500 and an additional cash payment equal to the cash value of 16,556 shares of Desktop Metal calculated at the closing stock price on June 30, 2022. In addition, the Company agreed to pay the COBRA premium payments for Mr. Jafar through the 12 month severance period. With respect to any of Mr. Jafar’s equity grants, any vested stock options were exercisable for 90 days and all outstanding unvested equity awards were forfeited as of the effective date of his separation.
Transition Agreement with Mr. Haley
In connection with Mr. Haley’s separation as Chief Financial Officer in July 2022, we entered into a Transition and Separation Agreement with Mr. Haley. Following successful completion of the transition services outlined in the