a.k.a. Brands Holding Corp. filed SEC Form 8-K: Leadership Update
$AKA
Catalog/Specialty Distribution
Consumer Discretionary
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 15, 2024
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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. | ||||
On May 15, 2024 (the “Grant Date”), the Board of Directors (the “Board”) of a.k.a. Brands Holding Corp. (the “Company”), upon the recommendation of the Compensation Committee of the Board, approved a grant of 150,000 performance-based restricted stock units (“PSUs”) to Ciaran Long, the Company’s Interim Chief Executive Officer and Chief Financial Officer, under the a.k.a. Brands Holding Corp. 2021 Omnibus Incentive Plan, as amended (the “Plan”).
Each PSU represents a contingent right to receive one share of the Company’s common stock, $0.001 par value per share (“Common Stock”), upon the vesting of such PSU. The grant of PSUs is divided into ten tranches (each, a “Tranche”), with each Tranche eligible to vest during a period beginning on the Grant Date and ending on the earlier of the closing of a Change of Control (as defined in the Plan) and May 15, 2029 (the “Performance Period”) based on the achievement of certain price per share goals of Common Stock, as set forth in the table below. The vesting of the PSUs will cease upon Mr. Long’s Termination (as defined in the Plan) or the expiration of the Performance Period. Except as provided below, the applicable Tranche of PSUs will vest on the first date during the Performance Period on which the applicable price per share goal is achieved. If any price per share goal is achieved prior to April 1, 2025, the vesting date for the applicable Tranche(s) will be April 1, 2025. Each Tranche’s price per share goal will be considered achieved if the average closing price per share of Common Stock for a 30 consecutive trading‑day period equals or exceeds the price per share goal or, in the case of a Change of Control, the price per share paid by the acquiror equals or exceeds the price per share goal.
| Tranche | Price Per Share Goal | Shares Vesting | ||||||
| 1 | $15 | 10,000 | ||||||
| 2 | $20 | 10,000 | ||||||
| 3 | $25 | 12,500 | ||||||
| 4 | $30 | 12,500 | ||||||
| 5 | $45 | 15,000 | ||||||
| 6 | $60 | 15,000 | ||||||
| 7 | $75 | 17,500 | ||||||
| 8 | $90 | 17,500 | ||||||
| 9 | $105 | 20,000 | ||||||
| 10 | $120 | 20,000 | ||||||
| Total | 150,000 | |||||||
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 thereunto duly authorized.
| a.k.a. Brands Holding Corp. | ||||||||
| Date: May 16, 2024 | By: | /s/ Ciaran Long | ||||||
| Name: | Ciaran Long | |||||||
| Title: | Interim Chief Executive Officer and Chief Financial Officer | |||||||