UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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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 June 3, 2022, the Board of Directors (the “Board”) of Redbox Entertainment Inc. (the “Company”) approved and adopted the Redbox Key Employee Retention Plan (the “KERP”), which will provide certain Company employees with awards totaling $3,600,000. KERP participants will receive payments in two equal installments, the first to occur within 30 days following the closing of the Company’s previously announced merger with Chicken Soup for the Soul Entertainment Inc. (“CSSE”) and the second to occur within 30 days following the date that is 60 days after the closing of the CSSE merger. Refer to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 11, 2022 for additional information regarding the CSSE merger. Payment of either installment is subject to continued employment through the respective payment date, except that if any KERP participant is terminated without cause by either the Company or CSSE (as determined by the Company in its sole discretion) prior to either payment date, then payment of the outstanding balance of the respective KERP award shall be made to the terminated participant within 30 days following the date of such termination. The participant will forfeit the remaining balance of his or her KERP award if the participant is terminated for cause or voluntarily terminates his or her employment with the Company. The KERP was formulated with the input and based upon the recommendations of the independent compensation consultant of the Compensation Committee of the Board.
The following sets forth the individual amounts awarded under the KERP to the Company’s Named Executive Officers: for Galen Smith, $550,000, for Jason Kwong, $300,000 and for Michael Chamberlain $250,000.
| Named Executive Officer | Retention Award Amount | |||
| Smith, Galen C. | $ | 550,000 | ||
| Kwong, Jason K. | $ | 300,000 | ||
| Chamberlain, Michael D. | $ | 250,000 | ||
SIGNATURES
Pursuant to the requirement 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.
| Date: June 9, 2022 | REDBOX ENTERTAINMENT INC. | |
| By: | /s/ Frederick W. Stein | |
| Frederick W. Stein | ||
| Chief Legal Officer and Secretary | ||