LAS VEGAS SANDS CORP. | |
(Exact name of registrant as specified in its charter) | |
NEVADA | |
(State or other jurisdiction of incorporation) | |
001-32373 | 27-0099920 |
(Commission File Number) | (IRS Employer Identification No.) |
3355 LAS VEGAS BOULEVARD SOUTH LAS VEGAS, NEVADA | 89109 |
(Address of principal executive offices) | (Zip Code) |
(702) 414-1000 |
(Registrant’s Telephone Number, Including Area Code) |
NOT APPLICABLE |
(Former Name or Former Address, if Changed Since Last Report) |
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act: | ||||||
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||
Common Stock ($0.001 par value) | LVS | New York Stock Exchange | ||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). | ||||||
Emerging growth company ¨ | ||||||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨ |
ITEM 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
ITEM 9.01 | Financial Statements and Exhibits. |
LAS VEGAS SANDS CORP. | |||
By: | /S/ PATRICK DUMONT | ||
Name: Title: | Patrick Dumont Executive Vice President and Chief Financial Officer | ||
(a) | The term of your employment under this Agreement shall commence as of September 6, 2016 and at anytime after August 1, 2019, shall terminate upon two (2) weeks’ written notice to you from the Company unless terminated sooner as provided under the terms of the Agreement. Effective as of January 1, 2020, you may also terminate this Agreement upon two (2) weeks’ written notice to the Company. |
(b) | In consideration of this Second Amendment, the Company will pay you a one-time retention bonus in the amount of One Million Two Hundred Sixty Thousand Eight Hundred Thirty-Three Dollars ($1,260, 833.00), subject to applicable withholdings, payable as of the first payroll period after August 1, 2019. |
(c) | Upon notice of termination by either you or the Company in accordance with subparagraph (a) above, you shall be entitled to receive: |
(i.) | A pro rata payment of the amount of your Bonus Incentive for 2019 measured from August 1, 2019, i.e., a pro rata portion of $370,834.00, (subject to withholdings), payable within the next payroll period following termination of employment; and |
(ii.) | subject to approval by the Compensation Committee of the Company’s Board of Directors, accelerated vesting of remaining unvested options awarded and scheduled to vest on September 6, 2019 and September 6, 2020, as set forth in Section 6 of the Agreement; and |
(iii.) | reimbursement for expenses incurred, but not paid prior to notice of termination, subject to receipt of supporting information by the Company consistent with Company policy; and |
(iv.) | such other compensation and benefits as may be required by applicable law.” |
LAWRENCE A. JACOBS | LAS VEGAS SANDS CORP. | |||
/s/ Lawrence A. Jacobs | By: | /s/ Robert G. Goldstein | ||
Name: | Robert G. Goldstein | |||
Title: | President & COO | |||
LAS VEGAS SANDS, LLC | ||||
By: | /s/ Robert G. Goldstein | |||
Name: | Robert G. Goldstein | |||
Title: | President & COO |