Hagerty, Inc. current report, 23 August 2022

Hagerty, Inc. Form 8-K Summary

Business Context and Reporting Period

Hagerty, Inc. filed this Current Report on August 23, 2022. The filing reports a change in the Company’s chief financial officer and related executive compensation arrangements. It does not provide quarterly or annual financial results.

Key Financial Metrics and Liquidity

The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, or other operating or financial performance metrics.

Material Changes Versus the Prior Comparable Period

  • Fred Turcotte will transition from Chief Financial Officer to a special projects advisory role effective September 6, 2022.
  • Mr. Turcotte, who had delayed retirement to support Hagerty’s business combination and transition to public-company reporting, is expected to remain an advisor through 2023 and assist with the CFO transition through October 1, 2022.
  • Patrick McClymont was appointed Senior Vice President and CFO effective September 6, 2022.

Guidance, Outlook, Risks, Contingencies, and Unusual Items

Mr. McClymont’s employment agreement provides for a $575,000 annual base salary, prorated eligibility for the annual incentive plan with a potential payout of up to 200% of base salary based on Company performance, and eligibility for equity awards targeted at 175% of base salary.

  • One-time cash signing payment: $100,000.
  • One-time restricted stock unit grant: $500,000, expected in October 2022, vesting over three years subject to continued employment.
  • Annual car allowance: $20,000.
  • Medical and other benefits are generally consistent with the Company’s standard policies.

The filing provides no updated business guidance, financial outlook, risk update, or contingency disclosure. The compensation terms described are qualified by the complete employment agreement filed as Exhibit 10.1.

Important Facts for Investors to Verify

  1. Confirm the effective date and scope of Patrick McClymont’s CFO appointment.
  2. Review Exhibit 10.1 for the complete employment agreement, including termination, severance, incentive, and equity provisions.
  3. Assess the potential dilution and expense impact of the $500,000 restricted stock unit grant and other incentive compensation.
  4. Review subsequent filings for financial results, updated guidance, and any further changes in executive management.