Purple Innovation Inc.

07/29/2025 | Press release | Distributed by Public on 07/29/2025 06:01

Management Change/Compensation (Form 8-K)

ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

Amendments to Special Bonus Arrangements

In July 2025, Purple Innovation, Inc. (the "Company") entered into amendments (together, the "Amendments") to each of the previously adopted special bonus arrangements (the "Bonus Agreements") that provided for special recognition bonuses (each, an "SRB" and together, the "SRBs") to Robert DeMartini, Todd Vogensen, and Eric Haynor (together, the "NEOs"). The Company entered into the Amendment with Mr. DeMartini on July 23, 2025, and entered into the Amendments with Mr. Vogensen and Mr. Haynor on July 24, 2025.

Under the Bonus Agreements, payments owed to the NEOs are currently due in August 2025 (the "August 2025 Amounts"). Pursuant to the Amendments, the August 2025 Amounts shall be paid in two installments, with 35% due in August 2025 and 65% due in January 2026, subject to the continued service of each NEO through such dates.

As consideration to the NEOs for entering into the Amendments, each NEO will also receive an additional amount equal to 15% of the payment due in January 2026, with such additional amount also payable in January 2026. Pursuant to the Amendments, each NEO must remain continuously employed by the Company through the earlier of January 1, 2026 or a "change in control" of the Company (as defined in the Amendment) in order to receive the total amount payable in January 2026 under the Amendments.

Pursuant to the Amendment between Mr. DeMartini and the Company, upon the earlier of January 1, 2026 or a "change in control" of the Company (as defined in the Amendment), Mr. DeMartini will not be required to repay the full amount of his SRB if his employment is terminated prior to June 30, 2026.


The foregoing summary of the Amendments does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Amendments, which are attached as Exhibit 10.1, Exhibit 10.2 and Exhibit 10.3 to this report and are incorporated by reference herein.

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