Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of Krishna Kumar
On June 12, 2023, Akumin Inc. (the "Company"), announced the appointment of
Krishna Kumar to serve as President and Chief Operating Officer of the Company
effective Friday June 16, 2023. Prior to joining the Company, Mr. Kumar, age 52,
served as Senior Vice President & Business Leader - Precision Diagnosis at
Koninklijke Philips N.V. ("Philips") from March 2019 to June 2023. Mr. Kumar
previously served as Global Business Leader - Emerging Businesses at Philips
from July 2015 to March 2019. Prior to joining Philips, Mr. Kumar served in
leadership roles across the US, Japan, China and India with Johnson & Johnson.
Mr. Kumar holds an undergraduate degree from Bangalore University in India, a
Master of Business Administration degree from the Kellogg School of Management
at Northwestern University and a post-graduate degree in management from the
Indian Institute of Management.
There are no arrangements or understandings between Mr. Kumar and any other
person pursuant to which he was selected as an executive officer of the Company,
and there are no family relationships between Mr. Kumar and any of the Company's
directors or executive officers. Mr. Kumar has no direct or indirect material
interest in any existing or currently proposed transaction that would require
disclosure under Item 404(a) of Regulation S-K.
Summary of Material Terms of Krishna Kumar's Offer Letter
The Company and Mr. Kumar entered into an Offer Letter, dated June 9, 2023 (the
"Offer Letter") in connection with Mr. Kumar's appointment as President and
Chief Operating Officer of the Company.
The Offer Letter provides that Mr. Kumar will receive the following compensation
for his services beginning June 16, 2023:
• a base salary of $650,000 per year;
• a one-time signing bonus of $300,000 payable in cash in two installments,
$150,000 on the first payroll date following commencement of Mr. Kumar's
employment and $150,000 on the first payroll date following the one-year
anniversary of the commencement his employment, provided that he remain
employed by the Company on such date;
• a grant of 250,000 restricted stock units on July 15, 2023 under the
terms of the Company's Amended and Restated Restricted Share Unit Plan
(the "RSU Plan");
• eligibility to receive incentive cash bonuses under the Company's
Management Incentive Plan (the "MIP") based on targets commensurate with
other senior management level MIP targets;
• eligibility to receive grants under the Company's Long Term Incentive
Plan consistent with other senior management; and
• participation in the Company's standard benefits program.
As an executive officer, Mr. Kumar will also enter into the Company's form of
indemnification agreement for executive officers and directors. In addition,
Mr. Kumar will enter into the Company's standard confidentiality
and non-solicitation agreement.
If Mr. Kumar's employment is terminated within the 12 months following a Change
of Control (as defined in the RSU Plan), Mr. Kumar will receive a payment equal
to 12 months of his then base salary and a bonus under the terms of the MIP
equal to 75% of his then base salary.
The Company may terminate Mr. Kumar's employment at any time, with or without
cause or advance notice.
The foregoing summary of the Offer Letter is not complete and is qualified in
its entirety by reference to the full text of the Offer Letter, a copy of which
is filed as exhibit 10.1 hereto and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
10.1 Offer Letter, dated June 9, 2023, by and between the Company
and Krishna Kumar.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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