Diamond (DMND) Former CEO and CFO Officially Leave Company
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On February 8, 2012, Diamond Foods, Inc. (Nasdaq: DMND) had announced that Michael J. Mendes, Diamond’s former President and Chief Executive Officer, and Steven M. Neil, Diamond’s former Chief Financial Officer, had been placed on administrative leave from their positions; the administrative leave was without pay after April 6, 2012.
On November 19, 2012, Mr. Mendes formally resigned from the Company. Mr. Mendes will not be paid any severance payment in connection with his resignation. The Company and Mr. Mendes entered into a Separation and Clawback Agreement, pursuant to which Mr. Mendes agreed to deliver to the Company the following (“Clawback”): (i) a cash payment of $2,743,400 (“Cash Clawback”), representing the total value of his fiscal 2010 and fiscal 2011 bonuses; and (ii) 6,665 shares of Diamond common stock, representing the vested shares of Company common stock awarded to Mr. Mendes after fiscal 2010. The Cash Clawback will be deducted from the amount Diamond owes to Mr. Mendes pursuant to the Diamond Foods Retirement Restoration Plan (“SERP”). Mr. Mendes and Diamond have determined that prior to giving effect to the Cash Clawback, the retirement benefit due to Mr. Mendes in a lump sum under the SERP was approximately $5.44 million. Accordingly, after giving effect to the Cash Clawback, the SERP amount will be reduced to approximately $2.7 million, which is expected to be paid in December 2012. A copy of the Separation and Clawback Agreement between Diamond and Mr. Mendes, dated November 19, 2012, is attached as an exhibit to this report.
On November 19, 2012, Steven M. Neil, Diamond’s former Chief Financial Officer, was formally terminated from the Company. Mr. Neil is not eligible for, and will not be paid, any severance or other separation payment in connection with his termination.
On November 19, 2012, Mr. Mendes formally resigned from the Company. Mr. Mendes will not be paid any severance payment in connection with his resignation. The Company and Mr. Mendes entered into a Separation and Clawback Agreement, pursuant to which Mr. Mendes agreed to deliver to the Company the following (“Clawback”): (i) a cash payment of $2,743,400 (“Cash Clawback”), representing the total value of his fiscal 2010 and fiscal 2011 bonuses; and (ii) 6,665 shares of Diamond common stock, representing the vested shares of Company common stock awarded to Mr. Mendes after fiscal 2010. The Cash Clawback will be deducted from the amount Diamond owes to Mr. Mendes pursuant to the Diamond Foods Retirement Restoration Plan (“SERP”). Mr. Mendes and Diamond have determined that prior to giving effect to the Cash Clawback, the retirement benefit due to Mr. Mendes in a lump sum under the SERP was approximately $5.44 million. Accordingly, after giving effect to the Cash Clawback, the SERP amount will be reduced to approximately $2.7 million, which is expected to be paid in December 2012. A copy of the Separation and Clawback Agreement between Diamond and Mr. Mendes, dated November 19, 2012, is attached as an exhibit to this report.
On November 19, 2012, Steven M. Neil, Diamond’s former Chief Financial Officer, was formally terminated from the Company. Mr. Neil is not eligible for, and will not be paid, any severance or other separation payment in connection with his termination.
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