ELEMENTS OF EXECUTIVE COMPENSATION
Base salaries are intended to provide a level of compensation sufficient to attract and retain an effective management team, when considered in combination with the other components of our executive compensation program. As of December 31, 2022, Mr. Anderson’s base salary was $400,000, Mr. Burke’s base salary was $400,000 and Mr. MacKenzie’s base salary was $180,000.
Annual Cash Bonus
With respect to 2021, Mr. Kirt received an annual discretionary bonus as determined by the Compensation Committee and with respect to 2022, Mr. Burke received a contractual bonus when joining the Company as well as a discretionary bonus. Cash bonuses paid to each NEO for 2022 are set forth in the “Summary Compensation Table” above.
During 2021, Mr. Kirt was granted equity awards pursuant to the 2021 Equity Incentive Plan and during 2022, Messrs. Anderson and MacKenzie were granted equity awards. On a go forward basis, the Company generally intends to grant annual equity awards pursuant to the 2021 Equity Incentive Plan to senior management, including our NEOs.
On March 8, 2021, Mr. Kirt received an award of RSUs in respect of 344,800 shares of the Company’s class A common stock. Mr. Kirt’s RSUs were scheduled to vest in equal annual installments on each of March 8, 2022, March 8, 2023 and March 8, 2024. On December 28, 2021, the Company determined to accelerate the vesting of 114,933 of RSUs granted to Mr. Kirt, originally vesting on March 8, 2022, such that the RSUs vested on December 28, 2021, subject to clawback and offset against any other amount due and payable to Mr. Kirt if the RSUs would not otherwise have vested on March 8, 2022 in accordance with the RSU Award Agreement, dated March 8, 2021, between Mr. Kirt and the Company.
Anderson and MacKenzie Options
On October 10, 2022, Mr. Anderson was granted Options exercisable for 1,852,812 shares of the Company’s Class A common stock and Mr. MacKenzie was granted Options granted exercisable for 1,224,030 shares of the Company’s Class A common stock. The Options will vest in equal annual installments on each of the first, second and third anniversaries of the grant date, subject to Messrs. Anderson’s and MacKenzie’s continued service to the Company through the applicable vesting dates, respectively.
EMPLOYMENT AGREEMENTS WITH OUR NEOS
Other than as set forth below, all of our NEOs are employees at will and do not have employment agreements with us.
Employment Agreement with Mr. Burke
On November 15, 2021, the Board approved, and the Company entered into, an Employment Agreement with Mr. Burke, Mr. Burke’s Employment Agreement provides that Mr. Burke will be eligible for (i) an annual base salary of $400,000, (ii) a target annual bonus opportunity of up to 50% of Mr. Burke’s annual base salary, 50% of which will be paid in RSUs under the 2021 Equity Incentive Plan, vesting in equal annual installments on the first three anniversaries of the grant date, subject to Mr. Burke’s continued employment through each vesting date and otherwise subject to approval by the board of directors of the Company and the terms and conditions of the 2021 Equity Incentive Plan , unless otherwise mutually determined by the Board and Mr. Burke, and (iii) a one-time cash signing bonus of up to $81,972, (iv) a grant of RSUs with respect to 4,085 shares of class A common stock, vesting in equal annual installments on the first two anniversaries of the January 3, 2022 and (v) reimbursement for reasonable expenses incurred in connection with Mr. Burke’s relocation (other than expenses incurred in connection with or losses resulting from the sale or purchase of Mr. Burke’s home) and the provision of temporary housing for a period of not less than 30 days.