You will receive an annual salary of $400,000. You will be paid semi-monthly, at the rate of $16,666 per pay period.
For the plan year 2014, you will be eligible for an annualized bonus opportunity of 400% ($1,600,000) of your annual salary. All bonus awards are discretionary and contingent upon individual and company performance goals. You must be actively employed by Nationstar on the date the bonus is distributed to receive this opportunity.
For the plan year 2014, you will receive a bonus guarantee equal to $1,200,000. You must be actively employed by Nationstar on the date the bonus is distributed to receive this guarantee.
Long Term Equity:
Beginning with the 2014 calendar year (granted in the first quarter of 2015), you can anticipate receiving an equity award, the value of which will be the equivalent of 35% of your cash bonus. All awards are approved by the Compensation Committee of the Board of Directors.
You agree that while employed by Nationstar and for the twelve (12) month period immediately following your termination of employment, you shall not directly or indirectly, either as principal, agent, employee, employer, consultant, partner or shareholder of a closely held corporation of shareholder in excess of five (5%) of a publicly traded corporation, corporate officer or director, or in any other individual or representative capacity, engage or otherwise participate in any manner or fashion in any business that is in competition in any manner whatsoever with the mortgage lending business of Nationstar and its subsidiaries or of any other business in which Nationstar or its subsidiaries is engaged in at the time of your termination of employment, or which is part of Nationstar’s Developing Business, within states in which Nationstar is engaged in such business of Developing Business. For purposes of the foregoing, “Developing Business” shall mean the new business concepts and services Nationstar has developed and is in the process of developing during your employment with Nationstar. You further agree that this restrictive covenant is reasonable as to duration, terms and geographical area and that the same protects the legitimate interests of Nationstar and its respective affiliates, imposes no undue hardship on you, is not injurious to the public, and that any violation of this restrictive covenant shall be specifically enforceable in any court with jurisdiction upon short notice.
You agree that during the period of your employment and for the twelve (12) month period immediately following the date of your termination of employment with Nationstar for any reason, you shall not, directly or indirectly, solicit or induce any officer, director, employee, agent or consultant of Nationstar or any of their successors, assigns, subsidiaries or affiliates to terminate his, her or its employment or other relationship with Nationstar or any of their successors, assigns, subsidiaries or affiliates, or otherwise encourage any such person or entity to leave or sever his, her or its employment or other relationship with Nationstar or any of their successors, assigns, subsidiaries or affiliates, for any other reason.
Termination without Cause:
Should you be terminated by Nationstar without Cause, or should you terminate employment for Good Reason (Good Reason shall be defined as a material diminution in your duties or no longer a direct report to the CEO), you shall be entitled to, subject to your providing Nationstar with a signed release of claims in a form adopted by Nationstar from time to time, which shall contain customary terms and conditions, (i) $1,000,000, if said termination occurs during the 2014 calendar year; or twelve (12) months base salary, plus $1,000,000 if said termination occurs subsequent to the 2014 calendar year; (ii) the next tranche of restricted shares scheduled to vest for each grant awarded to you; and (iii) continuation of your coverage under Nationstar’s medical plan until the earlier of (A) the period of time it takes you to become eligible for the medical benefits program of a new employer or (B) twelve (12) months from the Termination Date.