Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers:
(b) and (e)
On January 17, 2025, CubeSmart (the “Company”) announced that Joel D. Keaton, the Company’s Chief Operating Officer, will be retiring from the Company effective April 30, 2025 (the “Retirement Date”), after which he has agreed to serve as a non-employee consultant to the Company for a period of up to one year.
In connection with his retirement, Mr. Keaton entered into an agreement with the Company (the “Agreement”), the material terms of which are summarized below.
Pursuant to the terms of the Agreement, Mr. Keaton agreed to provide consulting services after the Retirement Date through, but not after, the first to occur of (i) Mr. Keaton’s death, (ii) April 30, 2026, or (iii) such other date and time prior to such date as the Company and Mr. Keaton may agree. During the term of the Agreement, Mr. Keaton will be available to the Company to provide consultation and advice for transition services, special research projects, and strategic planning as and to the extent requested by, and subject to the express direction of the Company’s Chief Executive Officer.
In connection with his services under the Agreement, Mr. Keaton will receive the sum of $100,000 per month for the period from May 1, 2025 through December 31, 2025 and $50,000 per month for the remaining term of the Agreement.
In addition, Mr. Keaton agreed to be bound by certain non-competition and non-solicitation covenants during the term of the Agreement.
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, a copy of which is expected to be filed as an Exhibit to the Company’s Annual Report on Form 10-K for the period ending December 31, 2024.