On January 2, 2020, James E. Gibson, age 57, was appointed to serve as Chief Executive Officer of Calavo Growers, Inc. (Calavo), with such service to commence on February 1, 2020. Mr. Gibson has served as President of Calavo’s Renaissance Food Group (RFG) division since October 26, 2017 and previously served as Chief Operating Officer and a founder member of RFG since 2003. As previously reported by Calavo in a Current Report on Form 8-K filed with the Securities and Exchange Commission on October 28, 2019, Calavo’s current Chief Executive Officer, Lecil E. Cole, has announced his intention to retire as Calavo’s Chief Executive Officer and President upon the appointment of a successor Chief Executive Officer.
Mr. Gibson will receive an initial annual base salary of $1,000,000. Mr. Gibson will also be eligible to participate in other compensation and benefit programs that are available to Calavo’s executive officers, including Calavo’s management incentive plan for executive officers that currently provides executive officers with annual cash and restricted stock awards in amounts that are based on the satisfaction of specified performance criteria.
Calavo and Mr. Gibson have also agreed that Mr. Gibson will receive annual equity awards with vesting to be based upon the satisfaction of performance criteria to be mutually agreed upon. The form of such awards (for example, stock options or stock grants) and the amounts of such awards have not yet been agreed upon. Mr. Gibson will also receive a lump sum payment of up to $200,000 to reimburse him for expenses incurred in connection with his relocation to Ventura County, California.