Business Context and Reporting Period
This Form 8-K Current Report was filed by Starz Entertainment Corp. on November 11, 2025. The filing discloses the execution of a new employment agreement with Jeffrey Hirsch, the Company's President & CEO. The agreement governs Mr. Hirsch's employment as a standalone, publicly-traded company following the Company's separation from Lionsgate Studios Corp. The agreement term runs from May 7, 2025, through December 31, 2028.
Key Financial Metrics
This filing does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity metrics. The document focuses exclusively on executive compensation terms.
Material Changes
The primary material change is the replacement of Mr. Hirsch's prior employment agreement (dated August 1, 2019) with a new agreement reflecting the Company's status as a standalone entity. Key compensation terms include:
- Base Salary: $1,550,000 annually.
- Annual Discretionary Bonus: Target opportunity of 300% of base salary.
- Long-Term Incentives (Annual Grant):
- Time-based Restricted Stock Units (RSUs): $2,500,000 grant value.
- Performance-based AOIBDA award: Up to $3,250,000.
- Performance-based stock price award: Up to $3,250,000.
- Out-performance stock price award: Up to $6,000,000.
Guidance, Outlook, and Risks
The filing contains no financial guidance, outlook, or management commentary regarding future business performance. The primary contingencies relate to termination scenarios:
- Termination without Cause/Good Reason: Entitles Mr. Hirsch to 0.75x (base salary + target bonus) cash severance, pro-rated bonus, and accelerated vesting of equity awards.
- Change in Control: If termination occurs within 12 months of a change in control, cash severance increases to 1.25x (base salary + target bonus) with full acceleration of outstanding RSUs and prior equity awards.
- Non-Renewal: If the agreement is not renewed by December 31, 2028, Mr. Hirsch is entitled to 12 months' base salary and specific accelerated vesting provisions.
Investor Verification Checklist
- Verify the full text of the Employment Agreement attached as Exhibit 10.1 for complete definitions of AOIBDA and performance criteria.
- Confirm the impact of the new compensation structure on the Company's future operating expenses and share dilution.
- Review the specific vesting schedules and performance targets for the $15 million potential annual long-term incentive package.
- Assess the potential cash outflow obligations under the various severance and change-in-control scenarios.