Bob Kimball, the departing RealNetworks CEO, will receive a severance payment of $1.7 million from the company plus another $283,000 under a previous retention agreement, and remain as a consultant for 90 days at a monthly rate of more than $43,000.
RealNetworks disclosed those financial terms in a Securities and Exchange Commission filing this morning, a day after the surprise announcement that Kimball had decided to leave after a little more than a year in the job. He’ll also be reimbursed for his health premiums for 18 months, and the company will make sure his outstanding options and stock awards don’t lose their value to him as a result of his departure.
In exchange for all of that, Kimball released all claims against the company, and agreed to keep RealNetworks’ secrets, not say anything bad about the company, and not work for a competitor (for a period of 12 months, according to an earlier filing).
Here’s all the legalese from the filing for anyone interested in the nitty gritty …
On March 28, 2011, RealNetworks entered into a Separation and Release Agreement (the “Agreement”) with Mr. Kimball in connection with his resignation to be effective April 15, 2011. Pursuant to the Agreement, Mr. Kimball is entitled to receive a severance payment equal to approximately $1.7 million, which was determined based on eighteen months of Mr. Kimball’s annual base salary and target bonus payment under the Company’s 2011 Executive MBO Plan and the pro-rata portion of Mr. Kimball’s target payout under the 2011 Executive MBO Plan. In addition, Mr. Kimball will receive his remaining payment of $283,000 under the Retention Letter Agreement dated February 24, 2010 between Mr. Kimball and the Company. Mr. Kimball has also agreed to provide consulting services to the Company for a period of 90 days from April 15, 2011 (the “Consulting Period”) at a rate equal to $43,666 per month. All of Mr. Kimball’s outstanding equity awards with respect to shares of the Company’s common stock will be accelerated and fully exercisable, to the extent not fully vested as of April 15, 2011. The Agreement further provides that the exercisability period of all of the stock options to purchase shares of the Company’s common stock held by Mr. Kimball (the “Kimball Options”) will be extended such that the Kimball Options will remain exercisable until the earlier of (x) eighteen months following the expiration of the Consulting Period, or (y) the expiration date of the option grant pursuant to the applicable stock option agreement. Mr. Kimball is also entitled to receive reimbursements for up to eighteen months of COBRA premiums. In exchange for the payments made to Mr. Kimball pursuant to the Agreement, Mr. Kimball provided a waiver and release of all claims against RealNetworks and is subject to certain confidentiality, non-solicit, non-disparagement and non-competition obligations.
Kimball oversaw a widespread restructuring of RealNetworks, after succeeding company founder and chairman Rob Glaser in the CEO’s office. A specific reason for Kimball’s departure wasn’t given, other than his desire to seek “new challenges and opportunities.” The company yesterday named longtime executive Mike Lunsford interim CEO while it searches for Kimball’s replacement.
Glaser told GeekWire yesterday that he doesn’t plan to return as CEO.