With Brown Deer-based Badger Meter Inc. exploring “various options” around a potential sale, Richard Meeusen, the company’s top executive stands to receive $8.4 million if the company was sold and he departed before the deal closed.
Badger Meter has change-of-control agreements in place with Meeusen, the company’s chairman, president and chief executive officer; Richard Johnson, chief financial officer; Greg Gomez, vice president for flow instrumentation; Horst Gras, vice president for international operations; and Kimberly Stoll, vice president for sales and marketing.
Described in Securities and Exchange Commission filings as “Key Executive Employment and Severance Agreements,” the deals aim to keep executives with the company through any merger or transition period.
Meeusen’s agreement calls for him to receive three years of salary, incentive compensation and other benefits. As of Dec. 31, his package would have been worth $8,406,610.
The agreement for the other four executives calls for them to receive two years of salary, incentives and other benefits. Combined, their package was worth just under $6.3 million as of Dec. 31.
The agreements include a “double-trigger” before any payment would be handed out. First, the executive’s employment would have to be terminated within 180 days prior to a change-in-control, either by the company, the executive or otherwise.
The executive would also have to demonstrate the termination took place in connection with or anticipation of the change or at the request of the third-party pursuing a change-in-control.