|VIRTU KCG HOLDINGS LLC filed this Form 8-K on 07/24/2017|
3. Separation Entitlements. In accordance with Section 6(c) of your Employment Agreement, you will be entitled to the following:
A. Accrued Salary and Vacation. The Company will pay you your Accrued Compensation within 30 days of the Separation Date, subject to standard payroll deductions and withholdings.
B. Non-Compete/Non-Solicit Payment. The Company will pay you the Non-Compete/Non-Solicit Payment in the amount of $417,625. This amount will be paid to you in a lump sum as soon as administratively practicable following the date the Release becomes effective (but in no event later than the second regularly scheduled Company payroll date thereafter) to the extent it complies with the exceptions in Treas. Reg. Sections 1.409A-1(b)(4) (short-term deferrals) and (b)(9) (separation pay plans, including the exception under subparagraph (iii)), with any remaining amounts payable in approximately equal installments over the remainder of the period commencing on the Separation Date and ending six months thereafter, per the Companys normal payroll practice.
C. COBRA. Subject to your timely election of continuation coverage under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (COBRA), the Company will pay, on your behalf, the full amount of your COBRA premiums over the one-year period following your Separation Date (the Benefits Continuation Period) in full satisfaction of any amounts that would otherwise be payable under Section 6(c)(4) of your Employment Agreement. The Benefits Continuation Period shall be concurrent with and applied toward any coverage period required under COBRA.
4. 2017 Bonus. The Company will pay you the 2017 Bonus in the amount of $3,200,000. The 2017 Bonus will be paid in a cash lump sum as soon as administratively practicable following the date the Release becomes effective (but in no event later than the second regularly scheduled Company payroll date thereafter). You acknowledge that payment of the 2017 Bonus will be in full satisfaction of any amounts that would otherwise be payable under Section 6(c)(3) of your Employment Agreement.
5. Escrow Account. Not later than two business days prior to the Closing Date, the Company and Virtu shall establish an escrow account maintained by Citibank to hold the funds for certain payments to be made to you following the Separation Date (the Escrow Account). Upon Closing, KCG shall fund the Escrow Account with an amount equal to the sum of the Non-Compete/Non-Solicit Payment and 2017 Bonus. Such amounts will be held in the Escrow Account until disbursed to you through the Companys payroll system in accordance with Paragraph 6.
6. General Release. Your eligibility for the Non-Compete/Non-Solicit Payment and the COBRA payments under Paragraphs 3(B) and 3(C), respectively, and your eligibility for payment of the 2017 Bonus under Paragraph 4, shall be contingent on your execution (and non-revocation) of a release of claims in favor of the Company, Virtu and its subsidiaries and affiliates (the Release). The Release is attached as Exhibit A and must be executed by you no earlier than the Separation Date and become effective in accordance with its terms and not be revoked by you by the 55th day following the Separation Date. The first payment of any amounts owed to you will include payments that, but for this Paragraph 6 would have been made to you in accordance with the Companys normal payroll practices over the period commencing on the Separation Date and ending on the first administratively practicable Company payroll date following the date the Release becomes effective.