Village Farms International Inc. filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) Compensatory Arrangements of Certain Officers.
On August 15, 2024, Village Farms, L.P. (the “Company”) entered into new employment agreement, effective August 15, 2024 (the “Employment Agreement”), with Michael A. DeGiglio, Chief Executive Officer (the "Executive").
The initial term of the Employment Agreement extends until August 15, 2027, unless earlier terminated in accordance with the provisions of the Employment Agreement, subject to automatic one year extensions unless the Executive or the Company gives written notice within the time frame set forth in the Employment Agreement that no extension or further extension, as applicable, will occur.
The Employment Agreement provides for various customary business protection provisions, including non-competition, confidentiality, and non-disclosure provisions, facilitates the implementation of the Company’s clawback policy, and provides:
In addition, pursuant to each Employment Agreement, and subject to limited conditions set forth therein, if the Executive is terminated by the Company without cause (as defined in the Employment Agreement) or if the Executive resigns from the Company for good reason (as defined in the Employment Agreement) the Executive shall be entitled to (1) a lump sum severance in an amount equal to 3 times the Executive's then-current salary and (2) a pro rata portion of any bonus that would otherwise have been earned by the Executive for the calendar year of termination, based on the number of days during such year that Executive was employed by the Company.
For more information, please refer to the full text of the Employment Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated into this Item 5.02(e) by reference.
Item 9.01 Financial Statements and Exhibits.
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10.1 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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 hereunto duly authorized.
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Village Farms International, Inc. |
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Date: |
August 19, 2024 |
By: |
/s/ Stephen C. Ruffini |
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Stephen C. Ruffini |