insurance. We do not sponsor or maintain any defined benefit pension plans or similar arrangements. We maintain a 401(k) retirement savings plan for U.S. employees and provide non-elective safe harbor contributions to all participants, including our NEOs. We also provide company-paid life insurance premiums to our NEOs that are available generally to all of our U.S. employees, and reimburse certain personal liability insurance up to $10,000 per NEO on an annual basis.
Offer Letters with our NEOs
Joseph P. Adams, Jr. We entered into an offer letter with Mr. Adams, dated as of May 27, 2024, pursuant to which he receives a base salary at the annualized rate of $975,000. He also received an annual discretionary short-term incentive award, an initial grant of 58,498 Internalization RSUs (as described above) provided that, within 90 days of the Internalization Date, he purchased 58,498 Ordinary Shares (the “Post-Start Date Shares”), and he is also eligible to participate in our employee benefit plans that are generally made available to similarly situated employees. Mr. Adams is also subject to a post-termination non-competition covenant for a 12-month period following a termination for cause or a resignation other than for good reason and certain non-solicitation covenants for an 18-month period following his termination of employment for any reason.
If Mr. Adams’ employment is terminated other than for cause, death or disability, or he resigns for good reason, then he will be eligible for the following severance payments and benefits (subject to his execution of a release of claims): (i) a cash payment of $4,000,000, payable ratably over a two-year period, (ii) a pro-rated annual bonus (based on actual performance, with any individual subjective elements of his annual bonus being based on not less than target-level of performance), payable in a lump sum at the same time that annual bonuses are generally paid (the “Pro-Rata Bonus”), (iii) any earned, but unpaid, bonus with respect to any prior year, payable in a lump sum at the same time annual bonuses are generally paid (the “Prior Year Bonus”), (iv) reimbursement of an amount equal to the full monthly premium for health, dental and vision insurance for a period of 24 months (or until covered under another employer’s plans), and (v) full acceleration of his Internalization RSUs (the “Equity Acceleration”).
However, if Mr. Adams’ employment is terminated other than for cause, death or disability, or he resigns for good reason, in either case, within the period commencing six months prior to a change in control and ending on the two-year anniversary of the change in control (the “Change in Control Period”), then he will instead be eligible for the following severance payments and benefits (subject to his execution of a release of claims): (i) a cash payment of $6,000,000, payable in a lump sum as soon as practicable following his termination of employment, (ii) a pro-rated annual bonus (based on the greater of target or actual level of performance, with any individual subjective elements of his bonus being based on not less than target level of performance), payable in a lump sum at the same time annual bonuses are generally paid (the “CIC Pro Rata-Bonus”), (iii) his Prior Year Bonus, (iv) reimbursement of an amount equal to the full monthly premium for health, dental and vision insurance for a period of 36 months (or until covered under another employer’s plans), and (v) the Equity Acceleration.
If Mr. Adams’ employment is terminated due to his death or disability, then he will receive the following severance payments and benefits: (i) his Prior Year Bonus, (ii) his Pro-Rata Bonus or, if such termination occurs during the Change in Control Period, his CIC Pro-Rata Bonus, and (iii) the Equity Acceleration.
David Moreno. We entered into an offer letter with Mr. Moreno, dated as of February 28, 2020, pursuant to which he received a base salary at a rate of $200,000. He is also eligible to participate in our employee benefit plans that are generally made available to similarly situated employees. Mr. Moreno is also subject to a post-termination non-competition covenant for a 12-month period and certain non-solicitation covenants for an 18-month period following his termination of employment for any reason.
Stacy Kuperus. We entered into an offer letter with Ms. Kuperus, dated as of February 28, 2020, pursuant to which she received a base salary at a rate of $200,000. She is also eligible to participate in our employee benefit plans that are generally made available to similarly situated employees. Ms. Kuperus is also subject to a post-termination non-competition covenant for a 12-month period and certain non-solicitation covenants for an 18-month period following her termination of employment for any reason.
BoHee Yoon. We entered into an offer letter with Ms. Yoon, dated as of August 8, 2024, pursuant to which she received a base salary at a rate of $200,000. She is also eligible to participate in our employee benefit plans that are generally made available to similarly situated employees. Ms. Yoon is also subject to a post-termination
