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Braze(BRZE) - 2025 Q4 - Annual Results
BRZEBraze(BRZE)2025-03-27 20:22

Executive Transition and Termination - Executive will transition duties starting February 1, 2025, with employment terminating on June 1, 2025[4] - During the Transition Period, Executive will continue to receive base salary and participate in employee benefit plans[4] - Executive's termination on June 1, 2025, or earlier, will not entitle him to severance benefits unless specified[5] - Braze will pay Executive a lump sum for accrued but unpaid base salary by the next regular payroll date after the Termination Date[8] - Executive will be eligible for continued participation in the Company's health plan until the end of the month of the Termination Date[8] - Vesting of Executive's equity awards will accelerate if termination occurs due to death or disability before the Termination Date[8] - Effective on the Termination Date, Executive will cease participation in Company benefit plans and is not due any additional compensation beyond what is specified[12] Consulting Agreement - A consulting agreement will be effective from June 2, 2025, contingent on Executive meeting specific conditions[8] - The consulting agreement with Myles Kleeger will commence on June 2, 2025, contingent upon the execution of the Separation Agreement and Second Release[31] - The consultant will provide services as an independent contractor and will not be eligible for employee benefits[31] - Consultant will receive a one-time payment of 17,000forservicesrendered[34]−Consultant′sequityawardswillvestuntilNovember30,2025,unlessterminatedearlier[34]−Ifterminatedforcause,Consultant′sequityawardswillceasevestingimmediately[35]−Consultantmaybeunilaterallyterminatedwithfivedays′notice,withacceleratedvestingofequityawards[35]−Consultantmustreturnallcompanypropertyuponterminationoftheagreement[36]LegalandCompliance−ExecutivewaivesanyclaimsagainstBrazeanditsaffiliatesrelatedtoemploymentpriortosigningtheAgreement[7]−ExecutiveagreesnottoparticipateinclassactionlawsuitsagainstBraze[9]−TheAgreementincludesareleaseofclaimsthatwillremaineffectivedespiteanylaterdiscoveryofdifferentfacts[10]−Executivemustcomplywithrestrictivecovenants,includingnon−competitionandconfidentialityagreements,asamaterialtermoftheAgreement[11]−IntheeventofamaterialviolationoftheRestrictiveCovenants,ExecutiveshallforfeitbenefitsdescribedinSection3(b)andreturnamountsreceived,exceptfor17,000 for services rendered[34] - Consultant's equity awards will vest until November 30, 2025, unless terminated earlier[34] - If terminated for cause, Consultant's equity awards will cease vesting immediately[35] - Consultant may be unilaterally terminated with five days' notice, with accelerated vesting of equity awards[35] - Consultant must return all company property upon termination of the agreement[36] Legal and Compliance - Executive waives any claims against Braze and its affiliates related to employment prior to signing the Agreement[7] - Executive agrees not to participate in class action lawsuits against Braze[9] - The Agreement includes a release of claims that will remain effective despite any later discovery of different facts[10] - Executive must comply with restrictive covenants, including non-competition and confidentiality agreements, as a material term of the Agreement[11] - In the event of a material violation of the Restrictive Covenants, Executive shall forfeit benefits described in Section 3(b) and return amounts received, except for 500[11] - Non-competition covenants will remain in effect during the term of the consulting agreement and for one year thereafter[31] - Non-solicitation covenants will remain in effect during the term of the consulting agreement and for 18 months after its termination[31] - The company reserves the right to enforce the terms of the consulting agreement in any appropriate forum[23] - Any breach of specific sections may result in irreparable harm to the company, allowing for injunctions[39] Agreement Execution and Review - Executive has 21 days to review the Agreement and can revoke it within seven days of signing[17] - The Agreement will become effective on the eighth day following its execution unless revoked[17] - The Agreement contains the entire understanding between the Parties regarding the subject matter and cannot be altered except in writing[13] - The agreement is governed by the laws of the State of New York, and disputes will be resolved through binding arbitration[13] - The agreement may be executed in counterparts, constituting one binding agreement[39] Financial Obligations - The company confirms that all amounts due to the consultant, including wages and benefits, have been paid, except for any pending payroll[24] - The company has no obligation to provide additional compensation or benefits beyond the specified payments[34] - Consultant is responsible for reporting and remitting taxes associated with the Consultant Payment[34] - Executive acknowledges that the benefits received under the Agreement exceed any payment or benefit to which Executive would otherwise be entitled[17] - The benefits provided under the agreement exceed any payments or benefits the consultant would otherwise be entitled to[26]