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EX-99.1 - EXHIBIT 99.1 - JACK IN THE BOX INC /NEW/ | a51749252ex99_1.htm |
8-K - JACK IN THE BOX INC. 8-K - JACK IN THE BOX INC /NEW/ | a51749252.htm |
Exhibit 99.2
January 22, 2018 |
CONFIDENTIAL |
Marcus Tom
Dear Marcus:
Congratulations! I am pleased to confirm our offer to you for the position of Vice President, Chief Operating Officer for Jack in the Box Inc. (the “Company”). Subject to Board of Directors (the “Board”) approval, you will be designated as an officer of Jack in the Box Inc. Your anticipated start date of employment is Monday, February 12, 2018. This offer is contingent upon completion of a positive background check. Below please find the specifics of our offer regarding compensation, benefits, and terms of employment.
Base Compensation – You will receive a bi-weekly salary of $12,500.00 which is equivalent to an annual salary of $325,000.00.
Perquisite Allowance
- As an officer, you will receive an annual cash perquisite allowance of
$24,600, paid on a bi-weekly basis. This allowance is intended to
assist with expenses related to financial planning, and for the use of
your personal automobile, cell phone, or other equipment for business
purposes.
Annual
Incentive – You are
eligible to participate in the annual Performance Incentive Program for
Jack in the Box executive management which is based on fiscal year
performance. Based on achievement of Company performance targets, the
incentive potential for your position is 45% of base salary at target,
up to a maximum of 90% of base salary, payable as a lump sum cash
payment.
To be a participant in the Program, you
must be employed at the end of the fiscal year, and must be an active
employee of the Company for six or more consecutive accounting periods
(24 weeks) during the fiscal year. Based on your start date, you will
be eligible to receive a prorated incentive, if any, for Fiscal Year
2018 (which began on October 2, 2017, and ends on September 30, 2018).
Long-Term Incentive -
Subject to Board approval, and conditioned on your start of
employment, you will receive a long-term incentive stock grant at a
target value of $200,000 on the date of grant – it is anticipated that
the grant will be made the week of February 26th. The
grant will consist of 34% stock options (vesting 33% per year with a
7-year option life), 33% performance share units (PSU) (contingent on
achievement of performance goals over a 3-fiscal year performance period
– FY2018-FY2020), and 33% restricted stock units (RSU) (vesting 25% per
year over 4 years), and is subject to the terms and provisions of the
Jack in the Box Inc. 2004 Stock Incentive Plan and the grant
agreements. Fifty-percent of net PSU and RSU shares are subject to a
holding requirement until termination of service.
Deferred Compensation Programs – You
are eligible to participate in the Company’s 401(k) plan (the “Easy$aver
Plus Plan”). The 401(k) plan is a tax-qualified savings plan in which
you can defer a portion of your pay (salary and annual incentive). After
one year of service, the Company will match 100% of your deferrals up to
4% of pay. Deferrals in the 401(k) plan are subject to Internal Revenue
Code (IRC) annual limits. You may also participate in the Executive
Deferred Compensation Plan (EDCP) which is a non-qualified, pre-tax
deferred compensation plan that allows for deferrals not subject to IRC
limits.
Health & Welfare Benefits –
You are eligible to participate in the Jack in the Box health plans
which includes medical, dental, and vision plans. These plans are
contributory on a pre-tax basis and provide several choices of coverage
for you and your family. Your health benefits eligibility date is the
1st day of the calendar month coincident with or following 30 days of
service.
The
Company provides employer-paid term life insurance, and as an executive,
you will receive an enhanced level with a total value of $770,000. You
may also elect to participate in other life and disability programs.
Vacation/Sick
Program - As an executive,
you will not accrue vacation; you may take time off consistent with the
needs of the business and the expectations of your leader. You will
accrue six days per year of sick time which may be carried over each
year to a maximum of 60 days.
All
programs described in this offer letter are subject to the terms of
provisions of the plans and are subject to change at the absolute
discretion of the Company, and are not guaranteed in any way. To the
extent the terms of any plan or policy differ from what is in this
letter, the plan or policy will determine the right and the amount of
any benefits.
Employment
Conditions:
This
offer is contingent upon our receipt and verification of various
pre-employment screening elements including, but not limited to:
educational record as you have stated on your application and/or resume;
background check results; and references. You will be notified once we
have successfully completed all components of the pre-employment
process.
Jack in the Box Inc. requires as a
condition of employment that new employees agree to keep certain
business information confidential, and also to submit most employment
disputes to binding arbitration. As part of your orientation, you will
be required to sign our Confidentiality Agreement and Dispute Resolution
Agreement.
You
should also know that it is the policy of Jack in the Box Inc. that the
employment relationship is one of “at will.” This simply means that
either party – you or the Company – may terminate the employment at any
time, with or without cause.
Notice of Rights Pursuant to Section
7 of the Defend Trade Secrets Act (DTSA) – Notwithstanding
any provisions in this agreement or company policy applicable to the
unauthorized use or disclosure of trade secrets, you are hereby notified
that, pursuant to Section 7of the DTSA, you cannot be held criminally or
civilly liable under any Federal or State trade secret law for the
disclosure of a trade secret that is made (i) in confidence to a
Federal, State, or local government official, either directly or
indirectly, or to an attorney; and (ii) solely for the purpose of
reporting or investigating a suspected violation of law. You also may
not be held so liable for such disclosures made in a complaint or other
document filed in a lawsuit or other proceeding, if such filing is made
under seal. In addition, individuals who file a lawsuit for retaliation
by an employer for reporting a suspected violation of law may disclose
the trade secret to the attorney of the individual and use the trade
secret information in the court proceeding, if the individual files any
document containing the trade secret under seal and does not disclose
the trade secret, except pursuant to court order.
Reporting
to Governmental Agencies - Additionally,
nothing in this Agreement prevents you from filing a charge or complaint
with the Equal Employment Opportunity Commission, the National Labor
Relations Board, the Occupational Safety and Health Administration, the
Securities and Exchange Commission or any other federal, state or local
governmental agency or commission (“Government Agencies”). You
understand this Agreement does not limit your ability to communicate
with any Government Agencies or otherwise participate in any
investigation or proceeding that may be conducted by any Government
Agency, including providing documents or other information, without
notice to the Company.
Orientation -
You will receive via mail a New Hire Orientation packet. Please review
and bring these completed employment forms with you on your start date,
February 12, 2018. Please arrive at the Corporate Support Center lobby
located at 9330 Balboa Avenue at 8:30 am and inform the front desk that
you are there for New Hire Orientation. Your employment forms will be
collected and your photo will be taken for your employee identification
badge. Please Note: On
your start date you will need to bring original documentation with you
that will be used to complete section 2 of the form I9.
Your
signature below will be your acknowledgement that you have read,
understood and agree to the above information, including that you are an
“at will” employee. Please sign and return this copy within 48 hours.
We
look forward to welcoming you to the team. Again, congratulations!
Sincerely,
Melissa Corrigan, Ph.D.
Vice
President, Human Resources and Total Rewards
Acknowledged by: |
/s/ Marcus Tom |
January 22, 2018 |
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Marcus Tom |
Date |