Attached files
Exhibit 10.63
AMENDMENT TO EMPLOYMENT AGREEMENT
WHEREAS,
David A. Green (“Green” or “Employee”) and
Aytu Bioscience, Inc. (the “Company”) are parties to an
Employment Agreement dated December 18, 2017 (the “Employment
Agreement”);
WHEREAS,
on November 4, 2019, the Company’s Compensation Committee
approved an equity grant to Green in the amount of 266,250 shares,
but for various reasons, Green’s shares were never granted or
issued;
WHEREAS,
based on the lapse in time since the approval of Green’s
shares, the Compensation Committee has approved the issuance of a
cash payment of $260,925.00 (“Cash Payment”) in lieu of
the above-mentioned equity grant based on the share price of $0.98
on November 14, 2019, to be paid to Green in two equal
installments;
WHEREAS,
the Compensation Committee approved raising Green’s base
salary to $375,000, effective June 1, 2020, and to $400,000,
effective January 1, 2021; and
WHEREAS,
the Compensation Committee approved an Equity Compensation Grant of
100,000 options with a four-year vesting schedule and 250,000
Restricted Shares with a four-year vesting schedule, as set forth
below;
THEREFORE,
Green and the Company agree that the Employment Agreement shall be
modified as specifically set forth in this Amendment, but except as
specifically modified herein, shall remain in full force and effect
as written:
1.
All capitalized but
undefined terms in this Amendment shall have the meanings ascribed
to them in the Employment Agreement.
2.
Section 3(a) is
amended to include:
Effective June 1,
2020, the Company shall pay Employee a Base Salary of $375,000 per
annum, subject to standard deductions and withholdings, payable at
least monthly on the Company’s regular pay cycle for
professional employees. Effective January 1, 2021, the Company
shall pay Employee a Base Salary of $400,000, per annum, subject to
standard deductions and withholdings, payable at least monthly on
the Company’s regular pay cycle for professional
employees.
3.
Section 3(d) is
amended to include:
The
Company shall grant Employee 100,000 options with the schedule set
forth in the Option Agreement attached as Exhibit A to the
Amendment. The Company shall grant Employee 250,000 Restricted
Shares with the schedule set forth in the Restricted Stock
Agreement attached as Exhibit B to the Amendment.
4.
Section 3 is
amended to include the following subsection:
(e)
Cash Payment in Lieu of
Equity. The Company shall pay Employee a total of
$260,925.00, subject to standard deductions and withholdings. The
payment will be divided into two equal payments of $130,462.50, the
first of which shall be paid by the Company on June 30, 2020, and
the second of which shall be paid by the Company on July 1, 2021.
The Company will enter a payment agreement that obligates the
Company to pay the full amount above, irrespective of any change of
control, termination, or separation from the Company, unless
otherwise agreed to in writing by the Employee and the
Company.
5.
Section 7(e)(ii)(C)
is amended to include:
(C)
All vested stock
options shall remain exercisable from the date of termination until
the expiration date of the applicable award. So long as the Section
8 below does not apply, then all options which are unvested at the
date of termination Without Cause or for Good Reason shall be
accelerated as of the date of termination such that the number of
option shares equal to 1/24th the number of option shares
multiplied by the number of full months of Employee’s
employment hereunder shall be deemed vested and immediately
exercisable by the Employee. Any unvested options over and above
the foregoing shall be cancelled and of no further force or effect,
and shall not be exercisable by the Employee. Any issued restricted
stock will immediately vest following the termination
date.
6.
Section 7(e)(ii) is
amended to include the following subsection:
(E) In
the event of a termination Without Cause or Change in Control,
Employee shall be paid a pro-rata amount of the target bonus
determined by the percentage of time Employee was employed during
the fiscal year.
IN
WITNESS WHEREOF, the undersigned have caused this Amendment to
Employment Agreement to be executed as of the Effective
Date.
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Dated:
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/s/
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David A. Green,
CFO
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Aytu Bioscience, Inc.
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Dated:
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/s/
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Its:
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