UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02. | Departure of Directors or Certain Officers’ Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Departure of Directors or Certain Officers
On June 26, 2024, Greenbacker Renewable Energy Company LLC (“GREC LLC”) and each of its affiliates (collectively, the “Company”) and Michael Landenberger entered into a separation agreement (the “Separation Agreement”), pursuant to which (i) Mr. Landenberger’s role as Chief Accounting Officer of the Company will terminate on August 15, 2024 (the “Separation Date”), and (ii) the Company will engage Mr. Landenberger as a consultant.
Pursuant to the Separation Agreement, subject to certain conditions and Mr. Landenberger’s execution, delivery, and non-revocation of a release of claims, Mr. Landenberger will be eligible to receive certain payments less all applicable tax withholdings and deductions, including the following: (i) a lump sum cash severance payment of $300,000.00 to be paid in twelve (12) equal monthly installment payments of $25,000.00; (ii) and as additional consideration for Mr. Landenberger’s promises and covenants regarding non-disclosure of confidential information, an amount of $1,000.00. Pursuant to the Separation Agreement, Mr. Landenberger is required to comply with certain restrictive covenants regarding nondisclosure of Company information and non-disparagement.
In addition, on June 26, 2024, the Company and Mr. Landenberger entered into a consulting agreement (the “Consulting Agreement”), pursuant to which Mr. Landenberger will provide certain consulting, transition, and other services (the “Services”) to the Company for a period of six months commencing on the Separation Date and shall renew monthly thereafter. Either Mr. Landenberger or the Company may terminate the Consulting Agreement at any time upon sixty (60) days prior written notice. In consideration for the Services performed under the Consulting Agreement, the Company shall pay Mr. Landenberger a fee, in cash, at the rate of $350 per hour payable by the tenth (10th) day of each month following the month services are performed.
The foregoing descriptions of the Separation Agreement and Consulting Agreement and the transactions contemplated thereby are summaries and are subject to, and qualified in their entirety by, the full text of the Separation Agreement and Consulting Agreement, copies of which are filed as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K and are incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description | |
| 10.1 | Separation Agreement, dated as of June 26, 2024, by and among Greenbacker Renewable Energy LLC (together with Greenbacker Administration and Greenbacker Capital Management LLC) and Michael Landenberger | |
| 10.2 | Consulting Agreement, dated as of June 26, 2024, by and among Greenbacker Administration LLC and Michael Landenberger | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: July 1, 2024 | Greenbacker Renewable Energy Company LLC | |
| By: | /s/Charles Wheeler | |
| Name: | Charles Wheeler | |
| Title: | Chief Executive Officer, President and Director | |