Globalstar, Inc. appointed Dr. Paul Jacobs as new CEO

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.


On August 29, 2023, the Company announced the retirement and resignation of David Kagan and the appointment of Dr. Paul Jacobs as Chief Executive Officer effective immediately. Dr. Jacobs, age 60, previously served as Chairman and Chief 


Executive Officer of XCOM, from 2018 until now. He also served as a Director of Qualcomm from June 2005 to March 2018, including as Chairman of the Board of Directors from March 2009 to March 2018, and as Executive Chairman from March 2014 to March 2018. He served as Chief Executive Officer from July 2005 to March 2014, and as Group President of Qualcomm Wireless & Internet from July 2001 to July 2005. In addition, he served as an Executive Vice President of Qualcomm from February 2000 to June 2005. Dr. Jacobs is a director of Dropbox, Inc. and Arm Limited. Dr. Jacobs is also an owner and Vice Chairman of the Sacramento Kings, who compete in the National Basketball Association.


Dr. Jacobs does not have any family relationship with any director or executive officer of the Company and has not been directly or indirectly involved in any related person transactions with the Company, except as otherwise discussed herein. A trust for which Dr. Jacobs exercises beneficial control is a material indirect stockholder of XCOM. The foregoing discussion of the License Agreement, Services Agreement and related documents, the terms thereof and the transactions contemplated thereby is hereby incorporated by reference into this Item 5.02.


On the Effective Date, the Company entered into an Employment Agreement (the "Employment Agreement") by and between the Company and Dr. Jacobs. The Employment Agreement provides for an initial base salary of $500,000 and eligibility to receive an annual cash bonus with a target of 100% of his base salary. In connection with his appointment as Chief Executive Officer, Dr. Jacobs will receive 40.42 million (subject to equitable adjustment in the event of a stock split, reverse stock split or combination) performance-based restricted stock awards, which shall be granted subject to the terms and conditions of the Company's Amended and Restated 2006 Equity Incentive Plan and an individual award document provided to Dr. Jacobs, and which shall vest at any time during a four-year period from the date of grant based on the achievement of certain sustained stock price targets between $2.00 and $10.00. Dr. Jacobs will participate in certain other company benefit plans as disclosed in the Company's proxy statement for the 2023 Annual Meeting of Stockholders.


The foregoing summary of the Employment Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of, the Employment Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.


On the Effective Date, the Company also announced that the Board of Directors has appointed Dr. Jacobs to serve as a director effective immediately. Dr. Jacobs will occupy a currently vacant seat created by the expansion of the Board of Directors as discussed in more detail in Item 5.03 below. As compensation for his services as a director, Dr. Jacobs will receive the standard director compensation set forth in the Company's proxy statement for its 2023 Annual Meeting of Stockholders.