UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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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. |
Separation and Release Agreement with Former Chief Financial Officer
As previously disclosed, on January 10, 2022, Correne S. Loeffler’s service as Chief Financial Officer of The Howard Hughes Corporation (the “Company”) and employment with the Company was terminated. In connection with the termination, Ms. Loeffler and the Company entered into a Separation and Release Agreement attached hereto as Exhibit 10.1, (the “Separation Agreement”) that became effective February 11, 2022. Pursuant to the Separation Agreement, which includes a release of claims against the Company, Ms. Loeffler is entitled by reason of her termination to (i) continued base pay and benefits for 60 days following her termination date, in lieu of the 60 days’ notice of termination without cause that the Company was otherwise required to provide under Ms. Loeffler’s employment agreement with the Company dated effective as of April 19, 2021 (the “Employment Agreement”) and (ii) the severance benefits otherwise owed to her under the Employment Agreement upon a termination without cause. Ms. Loeffler remains subject to the restrictive covenants applicable to her under the Employment Agreement.
The foregoing summary of the Separation Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Separation Agreement attached hereto as Exhibit 10.1 and incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
| Exhibit Number |
Description | |
| 10.1 | Separation and Release Agreement, by and between Correne S. Loeffler and The Howard Hughes Corporation. | |
| 104 | Cover Page Interactive Data File. The cover page XBRL tags are embedded within the inline XBRL document (contained in Exhibit 101) |
SIGNATURE
Pursuant to the requirements of Section 12 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.
Dated: February 11, 2022
| THE HOWARD HUGHES CORPORATION | ||
| By: | /s/ Peter F. Riley | |
| Peter F. Riley | ||
| Senior Executive Vice President, General Counsel & Secretary | ||