DOUG Douglas Elliman Inc. - 8-K

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Amendment to Executive Employment Agreements with each of J. Bryant Kirkland III and Bradley H. Brodie

On April 10, 2026, Douglas Elliman Inc. (the “Company”) entered into an amendment to its employment agreement with each of J. Bryant Kirkland III, the Company’s Executive Vice President, Treasurer and Chief Financial Officer (the “ Kirkland Amendment ”) and Bradley H. Brodie, the Company’s Senior Vice President, General Counsel and Secretary (the “ Brodie Amendment ” and together with the Kirkland Amendment, the “ Amendments ”).

The Kirkland Amendment

Pursuant to the Kirkland Amendment, Mr. Kirkland’s base salary was increased to $650,000.00 per annum, effective January 1, 2026, and his annual target bonus opportunity was increased to 65% of base salary. The Company also agreed to pay Mr. Kirkland a one-time retention bonus of $150,000, payable on the earlier of December 15, 2026 and the date of his termination of employment by the Company without cause or resignation of employment in circumstances amounting to good reason (a “qualifying termination of employment”), in each case, subject to his continued employment with the Company through such date.

The Kirkland Amendment also amended Mr. Kirkland’s severance payments and benefits such that (i) in the event of Mr. Kirkland’s qualifying termination of employment, the applicable severance period will be twelve (12) months and the applicable prorated bonus payment shall be based on Mr. Kirkland’s target bonus opportunity (instead of actual performance); and (ii) in the event of a qualifying termination of employment during the twelve (12) months following a change in control of the Company, Mr. Kirkland will be entitled to a payment equal to his full target bonus for the year of termination and twelve (12) months of subsidized COBRA premiums following such termination of employment.

The Brodie Amendment

Pursuant to the Brodie Amendment, Mr. Brodie’s base salary was increased to $575,000 per annum, effective January 1, 2026, and his annual target bonus opportunity was increased to 50% of base salary.

The Brodie Amendment also amended Mr. Brodie’s severance payments and benefits such that (i) in the event of Mr. Brodie’s qualifying termination of employment, the applicable severance period will be twelve (12) months and the applicable prorated bonus payment for the year of termination will be based on Mr. Brodie’s target bonus opportunity (instead of actual performance); and (ii) in the event of a qualifying termination of employment during the twelve (12) months following a change in control of the Company, Mr. Brodie will be entitled to a lump sum cash payment equal to one-and-a-half (1.5) times his base salary, a payment equal to his full target bonus for the year of termination, and twelve (12) months of subsidized COBRA premiums following such termination of employment.

The foregoing description of the Amendments is not complete and is qualified in its entirety by reference to the full texts of the Amendments, copies of which will be filed by the Company in a future periodic report under the Securities Exchange Act of 1934, as amended.