UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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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. |
(b)(e) As previously announced, on December 4, 2019, Viacom Inc., a Delaware corporation, merged with and into CBS Corporation, a Delaware corporation (“CBS”), with CBS continuing as the surviving company (the “Merger”). At the effective time of the Merger, the combined company changed its name to ViacomCBS Inc. (“ViacomCBS”).
On December 10, 2019, ViacomCBS entered into a new employment agreement (the “Agreement”) with Jonathan H. Anschell, who had served as CBS’s Executive Vice President, Deputy General Counsel and Secretary since January 2016, pursuant to which he has assumed the role of Executive Vice President and General Counsel, ViacomCBS Media Networks. The term of Mr. Anschell’s employment under the Agreement commences on December 10, 2019 and runs through December 3, 2021, subject to earlier termination in accordance with the terms of the Agreement.
Mr. Anschell’s compensation and severance entitlements under the Agreement remain unchanged from his prior employment agreement dated as of January 1, 2019, including his participation in the CBS Corporation Senior Executive Retention Plan (the “CBS Retention Plan”) as described under the section titled “CBS Senior Executive Retention Plan” in the Registration Statement on Form S-4 (the “Registration Statement”) of CBS filed with the Securities and Exchange Commission on October 17, 2019 and amended on October 24, 2019. The CBS Retention Plan was filed as Exhibit 10.17 to the Registration Statement.
The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, which ViacomCBS expects to file with its annual report on Form 10-K for the fiscal year ending December 31, 2019.
SIGNATURE
Pursuant to the requirements 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.
| Date: December 10, 2019 |
VIACOMCBS Inc. | |||||
| By: |
/s/ Christa A. D’Alimonte | |||||
| Name: |
Christa A. D’Alimonte | |||||
| Title: |
Executive Vice President, General Counsel and Secretary | |||||