RGF 2023 Proxy Statement

If, during the period beginning six months prior to a Change of Control (as defined in the Employment Agreements), and ending two years following a Change of Control, we terminate an Employment Agreement without Cause, or an executive terminates employment for Good Reason, then, in addition to the Termination Benefits, the executive would be entitled to (a) severance in a lump sum payment equal to three times annual base salary, (b) the greater of (i) three times the applicable target bonus, or (ii) three times the average bonus for the previous three years, and (c) payments representing the grossed-up out-of-pocket cost of COBRA for the executive and his eligible beneficiaries who were enrolled in the applicable medical plan as of the date of termination for a period of 18 months. The payment by us of severance-related payments in connection with a termination of an applicable Employment Agreement is conditioned upon the execution by the applicable executive of a general release in favor of the Company. The Employment Agreements also provide that, if employment terminates, the executive agrees to maintain the confidence of our confidential information in accordance with our policies. Summary Compensation Table The following table provides information regarding the compensation awarded to, earned by, and paid to each of our named executive officers for the years ended December 31, 2022 and December 31, 2021: Name and Principal Position Year Salary Bonus Stock Awards(1) All Other Compensation(2) Total Bryan Freeman, . . . . . . . . . . . . . . . Executive Chairman 2022 $776,000 $ — $2,769,818 $58,854 $ 3,604,672 2021 $365,295 $1,250,000 $3,746,164 $29,065 $ 5,390,523 GerardG.Law, ............... Chief Executive Officer 2022 $776,000 $ — $2,769,818 $51,529 $ 3,597,347 2021 $359,934 $1,250,000 $13,542,724 $36,137 $15,188,795 AkshayJagdale, .............. Chief Financial Officer 2022 $434,000 $ — $1,543,002 $41,136 $ 2,018,138 2021 $271,288 $393,000 $4,798,498 $30,270 $ 5,493,056 (1) The amounts represent RSUs granted reflect the grant date fair value of these awards as determined in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 718, Compensation—Stock Compensation, excluding the effects of estimated forfeitures. The vesting schedule for RSUs included in the above table are included in the table of “Outstanding Equity Awards at Fiscal Year End” below. The value of these awards was based on the closing price of our Class A common stock on the date of the grant. Each of Mr. Law’s and Mr. Jagdale’s amounts for 2021 include the incremental fair value attributable to the exchange of their profits interest units for shares of Class B common stock upon the completion of our initial public offering based on the offering price of $12.00 per share. This exchange resulted in the recognition of compensation expense of $9,796,560 for Mr. Law and $2,524,872 for Mr. Jagdale. For additional information, refer to Note 2, Summary of significant accounting policies and new accounting standards, under the section entitled “Profits Interest Units,” to the consolidated financial statements in our annual report on Form 10-K for the year ended December 31, 2021. (2) The amounts in this column reflect the value of (i) a car allowance for each of our named executive officers in the amount of $30,000, and (ii) the cost of health and welfare benefits reimbursed to Mr. Freeman in the amount of $28,854, Mr. Law in the amount of $21,529, and Mr. Jagdale in the amount of $11,136, pursuant to the terms of their respective employment offer letters. 32

RkJQdWJsaXNoZXIy MTc1MzI0Mw==