SEC Filing Reveals McMahon Family Salaries and WWE Contract Details

Ahead of WWE’s annual shareholder’s meeting, the company released a proxy statement to the United States Securities and Exchange Commission.

The statement included salaries for WWE executives, as well as contact details for Vince McMahon, Paul “Triple H” Levesque”, Stephanie McMahon, and Nick Khan.

Employment and Other Agreements. 

We have an amended and restated employment agreement with our Chairman and Chief Executive Officer, Vincent K. McMahon, under which we pay him an annual salary of $1,400,000 in respect of 2021 and he is entitled to participate in our Management Incentive Plan with a target bonus of 100% of base salary. Mr. McMahon also receives performance stock units as a part of our normal grant for employees.

The Company also has an employment agreement with Mr. Khan pursuant to which he receives a current annual base salary of $1,200,000. He is eligible to participate in the Company’s annual management incentive plan with an initial target incentive award of $1,900,000. In addition, Mr. Khan received a sign-on bonus of $5,000,000, which is subject to certain repayment requirements if he voluntarily leaves the Company without good reason or is terminated for cause as follows: (i) within the first 12 months, Mr. Khan will reimburse the

Company the full $5,000,000; (ii) between 12-24 months, Mr. Khan will reimburse the Company $3,100,000; and (iii) between 24-36 months, Mr. Khan will reimburse the Company $1,200,000. In addition, Mr. Khan is receiving a sign-on grant of performance stock units (the “Special Grants”) of the Company’s Class A common stock valued at $15,000,000 which, subject to satisfaction of certain performance metrics, will vest 40% in September 2022 and 60% in September 2025. He will also be eligible to participate in the Company’s performance stock program and will have an initial target equity award of $1,900,000 (prorated, in the case of 2020, for the period he was with the Company). If Mr. Khan is terminated by the Company without cause prior to the fifth anniversary of his employment start date, he will be entitled to receive his then-current base salary for the remainder of such five-year term. Mr. Khan will also receive certain relocation expense benefits that are repayable if he voluntarily terminates his employment without good reason or is terminated for cause within the first 12 months. The Special Grants, to the extent not vested, are forfeited on any termination of Mr. Khan’s employment. Mr. Khan also receives retirement, health and welfare and other benefits and participates in plans generally available to other executive officers of the Company.

While we generally attempt to avoid entering into employment agreements with our other executives, we have individual severance arrangements with many of our executive officers including our named executive officers, which provide for a specified period of severance in the event of an involuntary termination of employment without cause. The Company also has a severance plan for all eligible employees (generally full-time employees and part-time employees who regularly work in excess of 30-hour weeks and, in either case, have at least one year of employment with the Company) which provides for severance in the case of involuntary termination of employment without cause, ranging, depending on length of service, from a minimum of four weeks to a maximum of one year. The employee is also entitled to a prorated bonus for the year of termination (assuming the Company meets its performance tests), at rates to be determined, if his or her termination occurs after July 1 of the year. Employee health insurance is also provided during the severance period. The Company believes that these severance arrangements are important for the Company to attract and retain high caliber employees.

Mr. Levesque and Ms. McMahon also have booking agreements with the Company.

Employment and Booking Agreements. 

Vincent K. McMahon. We have an amended and restated employment agreement with Mr. McMahon. This employment agreement currently has a term ending December 31, 2021, but automatically extends for successive one-year periods unless either party gives notice of nonextension at least 180 days prior to the expiration date. Under his employment agreement, Mr. McMahon is entitled to salary, currently in the amount of $1,400,000, subject to increase in the discretion of the Compensation & Human Capital Committee. Mr. McMahon is entitled to participate in the Company’s incentive bonus plan with an annual target bonus of 100% of salary. Mr. McMahon also receives performance stock units as a part of our normal grant to employees.

In the event we terminate Mr. McMahon’s employment other than for cause (as defined in his employment agreement) or if Mr. McMahon terminates his employment for good reason (as defined) within the two-year period following a change in control (as defined), we are obligated to pay to Mr. McMahon compensation and benefits that are accrued but unpaid as of the date of termination, plus a payment equal to two times his base salary and, assuming the Company meets its minimum (threshold) performance targets for the year in which the termination occurs, two times his target bonus for that year. Payment of severance is conditioned on Mr. McMahon’s release of any claims against the Company and its affiliates. Mr. McMahon will also continue his health, accident, and life insurance benefit plan participation for a two-year period following such termination, unless he obtains substantially similar coverage with a new employer. The Company does not provide Mr. McMahon a tax gross up. Under his employment agreement, if any severance pay or benefits would constitute a “parachute payment,” the Company would reduce such payments to Mr. McMahon to the extent required so that they do not subject Mr. McMahon to excise taxes and such payments will be deductible by the Company, to the full extent allowed by law, unless the full parachute payments would result in a greater net benefit to Mr. McMahon after he pays all related excise taxes.

If Mr. McMahon dies or becomes disabled (as defined in the agreement) during the term of his agreement, or if we terminate Mr. McMahon’s employment for cause or if he resigns other than for good reason following a change in control, we are obligated to pay him (or his estate, as applicable) compensation and benefits accrued but unpaid as of the date of termination. The agreement also contains confidentiality covenants and covenants that, among other things, grant to the Company intellectual property ownership in his ideas, inventions and performances and prohibit him from competing with the Company and its affiliates in professional wrestling and our other core businesses during employment and for one year after termination. The agreement allows Mr. McMahon and members of his immediate family to use the Company’s aircraft for personal travel when it is not being used for business purposes. Personal use of the jet is paid for by Mr. McMahon so that no incremental cost is incurred by the Company. Mr. McMahon’s employment agreement allowed him to participate in the ownership and operations of the XFL professional football league.

Nick Khan. We have a five-year employment agreement with Mr. Khan under which he serves as our President and Chief Revenue Officer. Pursuant to this agreement, Mr. Khan receives an initial annual base salary of $1,200,000. He is eligible to participate in the Company’s annual management incentive plan with an initial target incentive award of $1,900,000 (prorated for calendar 2020). In addition, Mr. Khan received a sign-on bonus of $5,000,000, which is subject to certain repayment requirements if he voluntarily leaves the Company without good reason or is terminated for cause as follows: (i) within the first 12 months, Mr. Khan will reimburse the Company the full $5,000,000; (ii) between 12-24 months, Mr. Khan will reimburse the Company $3,100,000; and (iii) between 24-36 months, Mr. Khan will reimburse the Company $1,200,000. In addition, Mr. Khan became eligible to receive a sign-on grant of performance stock units (the “Special Grants”) of the Company’s Class A common stock valued at $15,000,000 over two years which, subject to satisfaction of certain performance metrics, will vest in September 2022 and in September 2025. Tranche 1 of the Special Grants, valued at $6 million, was made when he joined the Company. He is also eligible to participate in the Company’s performance/restricted stock program with an initial target equity award of $1,900,000 (prorated for calendar 2020). If Mr. Khan is terminated by the Company without cause prior the fifth anniversary of his employment start date, he will be entitled to receive his then-current base salary for the remainder of the agreement’s five-year term and as prorated portion of his incentive bonus for the year in which the termination occurs. Mr. Khan also received certain relocation expense benefits that are repayable if he voluntarily terminates his employment without good reason or is terminated for cause within the first 12 months. The Special Grants, to the extent not vested, are forfeited on any termination of Mr. Khan’s employment. Mr. Khan also receives retirement, health and welfare and other benefits and participates in plans generally available to other executive officers of the Company.

Paul Levesque. We have a booking agreement with Mr. Levesque which currently runs until March 30, 2022, and thereafter extends for successive one-year periods unless either party gives notice of nonextension at least 90 days prior to the expiration date. Under this agreement, Mr. Levesque is entitled to a minimum guaranteed annual payment of $1 million which the Company is entitled to recoup from all payments under the agreement including pay for performing in live and televised events and royalties for merchandise sold utilizing Mr. Levesque’s name and/or likeness.

Stephanie McMahon. We have a booking agreement with Ms. McMahon which currently runs until October 6, 2021, and thereafter extends for successive one-year periods unless either party gives notice of nonextension at least 90 days prior to the expiration date. Under this agreement, Ms. McMahon is entitled to a minimum guaranteed annual payment of $750,000 which the Company is entitled to recoup from all payments under the agreement including pay for performing in live and televised events and royalties for merchandise sold including Ms. McMahon’s name and/or likeness.

Shane McMahon Shane B. McMahon is the son of Vincent McMahon, brother of Stephanie McMahon and brother-in-law of Paul Levesque. In 2020, Shane McMahon was retained as a performer for the Company for which he received minimum guaranteed performance fees and royalties aggregating approximately $820,369.

WWE’s annual shareholder’s meeting will be held virtually on May 27, 2021, beginning at 11:00 a.m. Eastern Time.

You can read the full proxy statement here.