UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
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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
As described in the Form 10-Q filed by IMAX Corporation (the “Company”) on April 29, 2021, the Company’s Chief Financial Officer, Patrick McClymont, notified the Company on April 24, 2021 that he would be resigning from his position effective May 14, 2021, to pursue other career and personal interests. The Board of Directors of the Company entered into an offer letter (the “Offer Letter”) effective May 14, 2021 appointing Joseph Sparacio as interim Chief Financial Officer, commencing June 1, 2021, until the earlier of December 31, 2021 or when a permanent Chief Financial Officer is named.
Mr. Sparacio, age 61, served as Chief Financial Officer for Entertainment One Ltd. from November 2016 to January 2020 and Executive Board member from November 2017 to December 2019. Prior to joining Entertainment One Ltd., Mr. Sparacio served as the Company’s Chief Financial Officer from August 2007 to August 2016 and as Executive Vice President from May 2007 to August 2016. In addition, Mr. Sparacio served as an Executive Consultant to the Company from August 8, 2016 to November 13, 2016.
There are no arrangements or understandings between Mr. Sparacio and any other persons pursuant to which he was selected as interim Chief Financial Officer. There are no family relationships between Mr. Sparacio and any director or executive officer of the Company, and there are no related party transactions between the Company and Mr. Sparacio that would require disclosure under Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934, as amended.
Pursuant to the Offer Letter, Mr. Sparacio’s annual base salary will be $500,000, and he will be eligible for a one-time equity award in the form of Restricted Share Units under the Company’s Second Amended and Restated Long-Term Incentive Plan (the “LTIP”) with an aggregate grant date fair market value equal to $650,000 (the “Signing Equity Grant”). The Signing Equity Grant will be subject to the terms and conditions of the LTIP and will vest in full upon the successful completion of Mr. Sparacio’s term as interim Chief Financial Officer. Mr. Sparacio will also be eligible for benefits that are offered generally to Company employees at his level, including reimbursement of travel expenses.
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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.
IMAX Corporation | ||||||
(Registrant) | ||||||
Date: May 18, 2021 | By: | /s/ Robert D. Lister | ||||
Name: | Robert D. Lister | |||||
Title: | Chief Legal Officer and Senior Executive Vice President | |||||
By: | /s/ Kenneth I. Weissman | |||||
Name: | Kenneth I. Weissman | |||||
Title: | Senior Vice President, Legal Affairs and Corporate Secretary |
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