UNITED STATES SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On March 31, 2023, the Company notified Peter F. Riley, Senior Executive Vice President, Secretary and General Counsel of the Company, that his service in that position was terminated effective that date and that his employment is being terminated without cause.
The Company and Mr. Riley are parties to an employment agreement, dated November 6, 2017, as amended on November 13, 2019 (as amended, the “Employment Agreement”). Under the terms of the Employment Agreement, the Company is obligated to provide Mr. Riley with 60-days notice prior to the effective date of his employment termination.
Under the terms of the Employment Agreement, Mr. Riley is entitled to a cash payment for salary and accrued vacation through his last day of employment. Subject to Mr. Riley executing a release, he will be entitled to additional compensation as described in the Employment Agreement and summarized on pages 67-69 of the Company’s definitive proxy statement for its 2022 annual meeting of stockholders, which was filed with the SEC on April 11, 2022.
The foregoing description of the Employment Agreement is qualified in its entirety by the full text of those agreements, copies of which are incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
THE HOWARD HUGHES CORPORATION | ||
By: | /s/ David O'Reilly | |
David O'Reilly | ||
Chief Executive Officer |
Date: April 4, 2023