PLBY Group, INC. : Improve in Administrators or Principal Officers, Other Activities, Fiscal Statements and Exhibits (kind 8-K)

Merchandise 5.02 Departure of Directors or Selected Officers Election of Directors
Appointment of Certain Officers Compensatory Preparations of Certain Officers.

On March 22, 2023, PLBY Group, Inc. (the “Enterprise”) appointed Marc Crossman as
Chief Money Officer and Main Running Officer of the Corporation, powerful as
of March 22, 2023 (the “Helpful Date”). As of the Productive Day, Mr. Crossman will thrive Lance Barton as Main Economic Officer (and principal economic
officer) of the Company. As a consequence of Mr. Crossman’s succession as Chief
Monetary Officer, Mr. Barton will serve as a strategic advisor of the Firm
to help with an orderly transition till his formerly disclosed departure.

Mr. Crossman, age 52, joins the Enterprise from Rizvi Traverse Management (collectively
with its affiliate marketers, the Firm’s most significant stockholder and an affiliate of the
Company’s Chairman, Suhail Rizvi), in which he was a Lover and was dependable
for financial investment sourcing and evaluation of technologies venture cash
investments, from Could 2021 to March 2023. Prior to that, he served as the Chief
Government Officer of RealD Me (now known as Rain Know-how), a shopper
electronics enterprise, from February 2019 to April 2021. From 2015 to January
2019, Mr. Crossman worked as a marketing consultant and managed particular investments.
Previously, Mr. Crossman served as the Chief Money Officer of Joe’s Jeans
Inc. from 2003-2006, and its Main Executive Officer from 2006 to 2015, all through
which time he designed the business into a leading quality denim model with
distribution in more than 30 nations around the world, a base of retail outlets across the United
States, and a domestic wholesale distribution platform in above 1,000 office
and specialty retailers. From January 1999 right until March 2003, Mr. Crossman served as
a Vice President and Equity Analyst with J.P. Morgan Securities Inc. From
September 1997 till January 1999, Mr. Crossman served as a Vice President and
Fairness Analyst with CIBC Oppenheimer Company. Mr. Crossman obtained his B.S.
degree in arithmetic from Vanderbilt College.

There are no arrangements or understandings involving Mr. Crossman and any other
particular person pursuant to which he was appointed or elected to provide an executive
officer of the Company. There are no household relationships concerning Mr. Crossman and any director, government officer, or any human being nominated or selected by the
Organization to grow to be a director or govt officer. There have been no relevant
human being transactions (within just the this means of Merchandise 404(a) of Regulation S-K
promulgated by the Securities and Trade Fee) involving Mr. Crossman and
the Company.

On the Efficient Date, the Company’s wholly-owned running subsidiary, Playboy
Enterprises, Inc., entered into an employment agreement with Mr. Crossman in
link with his employment as the Firm’s Main Working Officer and
Chief Economic Officer (the “Crossman Employment Arrangement”). The Crossman
Employment Settlement presents for an yearly foundation wage equal to $400,000 and
that Mr. Crossman is suitable to gain an annual income bonus (with a goal amount
equal to 80% of his foundation wage).

The Crossman Employment Settlement provides that Mr. Crossman will be granted the
subsequent fairness grants through his work: (1) beginning in 2024 and for
every fiscal calendar year thereafter, an once-a-year fairness award with a target grant day
reasonable worth for economic accounting purposes equal to $700,000, which could
include things like effectiveness-based mostly grants, and (2) an first grant of restricted inventory
units (“RSUs”) for 400,000 shares of the Firm’s frequent inventory, to be awarded
by the Company adhering to commencement of his employment and which will vest in
a few equivalent installments on each of the to start with 3 anniversaries of the
Efficient Day, in each circumstance topic to Mr. Crossman’s ongoing work
by way of the applicable vesting dates. The Crossman Employment Arrangement even more
delivers that Mr. Crossman is eligible to participate in the Company’s common
gain strategies.

If Mr. Crossman’s work is terminated without cause or he resigns for very good
explanation (as these terms are described in the Crossman Employment Agreement), he will
be entitled to the adhering to: (i) a severance payment equivalent to the sum of his
then-existing base salary and focus on yearly reward, payable more than 12 months (or, if
this kind of termination occurs within 24 months subsequent a alter in command (as
defined in the Crossman Work Agreement), 1.25 times the sum of his
then-latest foundation wage and focus on yearly reward, payable around 15 months) (ii)
a pro-rated bonus for the 12 months of termination (iii) the Firm’s reimbursement
or immediate payment of COBRA continuation coverage premiums for up to 18 months
next the day of termination and (iv) accelerated vesting of 100% of Mr.
Crossman’s then-fantastic non-efficiency primarily based annual fairness awards (and, if
this sort of termination takes place within 12 months of the Productive Date, 1-third of the
first RSUs will turn out to be immediately vested). In each scenario, the severance
payments explained above are subject to Mr. Crossman’s execution and
non-revocation of a basic launch of statements versus the Business and its
affiliate marketers.

The Crossman Employment Agreement also involves selected restrictive covenants,
such as a non-solicitation of workers covenant for a time period of 12 months
next termination of Mr. Crossman’s employment and regular confidentiality
and invention assignment provisions.

——————————————————————————–

The foregoing description of the phrases of the Crossman Work Arrangement is
only a summary and is qualified in its entirety by the total textual content of the Crossman
Work Settlement, a duplicate of which is filed as Show 10.1 to this Recent
Report on Type 8-K and is incorporated by reference herein.

Product 8.01 Other Activities.

On March 22, 2023, the Corporation issued a press launch announcing Mr. Crossman’s employment with the Business. A copy of the push release is furnished herewith
as Exhibit 99.1.

Forward-Hunting Statements

This Current Report on Sort 8-K and the furnished push launch incorporate
“ahead-searching statements” in just the which means of the “secure harbor” provisions
of the United States Private Securities Litigation Reform Act of 1995. The
Firm’s precise success might differ from their anticipations, estimates, and
projections and, for that reason, you should not count on these forward-wanting
statements as predictions of potential events. Text these types of as “anticipate,” “estimate,”
“challenge,” “funds,” “forecast,” “anticipate,” “intend,” “strategy,” “may possibly,” “will,”
“could,” “should,” “believes,” “predicts,” “likely,” “keep on,” and comparable
expressions (or the adverse variations of this kind of words and phrases or expressions) are meant
to detect such ahead-wanting statements. These forward-hunting statements
involve, without the need of limitation, the Company’s anticipations with respect to potential
general performance, progress designs and predicted fiscal impacts of its strategic
alternatives and corporate transactions.

These forward-searching statements involve substantial hazards and uncertainties
that could induce the true benefits to vary materially from all those talked over in
the ahead-wanting statements. Things that may well result in this kind of variations involve,
but are not constrained to: (1) the influence of the COVID-19 pandemic on the Firm’s
organization and company transactions (2) the incapacity to preserve the listing
of the Company’s shares of frequent stock on Nasdaq (3) the hazard that the
Company’s done or proposed transactions disrupt the Firm’s latest plans
and/or functions, which includes the risk that the Corporation does not comprehensive any
these proposed transactions or achieve the predicted gains from any
transactions (4) the capacity to realize the anticipated added benefits of company
transactions, business collaborations, commercialization of electronic assets and
proposed transactions, which might be impacted by, among other matters,
competitors, the capability of the Business to increase and deal with progress profitably,
and the Firm’s capacity to keep its important staff members (5) expenditures linked to
being a general public business, corporate transactions, industrial collaborations and
proposed transactions (6) adjustments in applicable laws or regulations (7) the
risk that the Organization may perhaps be adversely affected by world hostilities,
offer chain delays, inflation, desire prices, overseas currency exchange fees
or other economic, organization, and/or aggressive components (8) risks relating to
the uncertainty of the projected economical info of the Enterprise, together with
variations in our estimates of the reasonable value of certain of the Company’s
intangible assets, including goodwill (9) hazards similar to the natural and
inorganic growth of the Firm’s firms, and the timing of expected
organization milestones (10) altering desire or shopping styles for the Firm’s
goods and products and services (11) failure of licensees, suppliers or other
3rd-parties to fulfill their obligations to the Corporation (12) the Company’s
means to comply with the terms of its indebtedness and other obligations (13)
improvements in financing markets or the incapacity of the Business to get financing
on beautiful conditions and (14) other pitfalls and uncertainties indicated from time
to time in the Firm’s yearly report on Variety 10-K, which includes all those beneath “Possibility
Elements” therein, and in the Firm’s other filings with the Securities and
Trade Fee. The Company cautions that the foregoing checklist of factors is
not distinctive, and viewers should not area undue reliance upon any
forward-looking statements, which speak only as of the day which they ended up
built. The Organization does not undertake any obligation to update or revise any
forward-on the lookout statements to reflect any modify in its expectations or any
modify in functions, conditions, or situations on which any such assertion is
dependent.

——————————————————————————–

Item 9.01 Monetary Statements and Reveals.

(d)   Exhibits


  Show
    No.            Description

    10.1             Work Settlement, dated as of March 22, 2023, by and involving
                   Marc Crossman and Playboy Enterprises, Inc.
    99.1             Press Release, dated March 22, 2023
    104            Protect Web site Interactive Facts File (embedded in just the Inline XBRL
                   doc)

——————————————————————————–

© Edgar On-line, supply Glimpses