Liberty Media Extends CEO's Employment Till 2019

(RTTNews) - Liberty Interactive Corp. (QVCA, QVCB, LVNTA, LVNTB) and Liberty Media Corporation (LMCA, LMCB, LMCK) announced that their respective Boards of Directors have approved new employment arrangements with President and Chief Executive Officer Gregory Maffei that are intended to secure his services through 2019.

Separately Liberty Media disclosed that On December 24, 2014, the Compensation Committee of Liberty Media approved a new compensation arrangement with Gregory Maffei, the President and Chief Executive Officer of Liberty. The arrangement provides for a five year employment term beginning January 1, 2015 and ending December 31, 2019, with an annual base salary of $960,750, increasing annually by 5% of the prior year's base salary, and an annual target cash bonus equal to 250% of the applicable year's base salary.

The arrangement also provides Mr. Maffei with the opportunity to earn annual performance-based equity incentive awards during the employment term. Maffei was granted options with respect to Series C common stock, par value $0.01 per share .

The arrangement provides that, in the event Maffei is terminated for "cause," he will be entitled to only his accrued base salary and any amounts due under applicable law. If Mr. Maffei is terminated by Liberty without cause or if Mr. Maffei terminates his employment for good reason, he is entitled to his accrued base salary, his accrued but unpaid bonus and any amounts due under applicable law , a severance payment of 1.5 times his base salary during the year of his termination to be paid in equal installments over 18 months, a payment equal to $11.75 million pro rated based upon the elapsed number of days in the calendar year of termination (including the date of termination), with up to 25% of such amount payable in shares of LMCK, at the discretion of Liberty and with the remainder of such amount paid in cash , a payment equal to $17.50 million, with up to 25% of such amount payable in shares of LMCK at the discretion of Liberty and with the remainder of such amount paid in cash, and continued use of certain services and perquisites provided by Liberty, including continued use of Liberty's aircraft. If Mr. Maffei terminates his employment without "good reason," he will be entitled to the Standard Entitlements and a payment of the Pro Rated Amount.

Lastly, in the case of Maffei's death or disability, he is entitled to the Standard Entitlements, a payment of 1.5 times his base salary during the year of his termination, payments of the Pro Rated Amount and the Un-Pro Rated Amount, and, only in the case of his termination for disability, the Services.

Also on December 24, 2014, in connection with the approval of his compensation arrangement, Maffei received a one-time grant of 3.30 million options to purchase shares of LMCK at an exercise price of $34.04 per share. One-half of the Term Options will vest on the fourth anniversary of the grant date with the remaining Term Options vesting on the fifth anniversary of the grant date, in each case, subject to Mr. Maffei being employed on the applicable vesting date. The Term Options will have a term of 7 years.