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WELLCARE HEALTH PLANS, INC. FILES (8-K) Disclosing Change in Directors or Principal Officers(Edgar Glimpses Via Acquire Media NewsEdge) Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On February 20, 2014, WellCare Health Plans, Inc. (the "Company") notified Thomas L. Tran that his employment as Senior Vice President and Chief Financial Officer of the Company will be terminated at the first to occur of the date a successor chief financial officer ("CFO") commences employment or November 30, 2014. Mr. Tran has agreed to remain with the Company while a search for a successor CFO is conducted. Regardless of Mr. Tran's actual termination date, he will be paid his base salary through November 30, 2014. Provided that Mr. Tran assists with the transition and satisfactorily fulfills his duties, he will be entitled to a retention bonus of $1,000,000 upon the termination of his employment, and his termination will be deemed a termination by the Company without "Cause" (as such term is defined in the Company's Executive Severance Plan), which will entitle him to the severance benefits under Section 5(a) of the Executive Severance Plan, as further described in the Notice of Termination of Employment, attached hereto as Exhibit 10.1, and incorporated herein by reference. A copy of the Executive Severance Plan is attached as Exhibit 10.2 to the Company's Current Report on Form 8K filed with the Securities and Exchange Commission on January 27, 2014. A copy of the press release announcing these changes is filed as Exhibit 99.1 hereto and is incorporated herein by reference. Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 10.1 Notice of Termination of Employment dated February 20, 2014 99.1 Press Release dated February 21, 2014 -------------------------------------------------------------------------------- |