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7555 Innovation Way
Mason, OH 45040
August 4, 2020
I am pleased to formally extend this offer to you for your promotion to the position of Chief Financial Officer. This letter will confirm the details of the offer. This formal offer will remain open until the close of business on August 6, 2020.
Position and Reporting Responsibilities:
Chief Financial Officer, reporting to Michael Carrel, President & Chief Executive Officer
Your tentative start date is set to August 6, 2020.
Your base salary will be $16,041.67 semi-monthly, which annualizes to $385,000, and is subject to deductions for taxes and other withholdings as required by law. This is an exempt position which means you are not eligible to receive overtime.
In addition, you will continue to participate in the companys annual Corporate Incentive Plan (CIP) with a target potential of 50% of your base salary, prorated based on your start date (see above). CIP payouts are expected to be made to qualifying employees in cash on a lump sum basis on or about March 15th following the end of the CIP year. You must be an active employee at the date of CIP payout to be eligible to receive a CIP bonus.
You shall be issued two separate equity grants totaling $2,250,000 in value pursuant to AtriCures Amended and Restated 2014 Stock Incentive Plan (2014 Plan). The first grant will be made effective as of your promotion start date (see above) and will consist of an award of restricted shares (RSAs) of common stock valued at $1,500,000. The number of restricted shares granted shall be based on the Nasdaq market closing price on the grant date. The RSAs shall vest over three years at a rate of 33.3% per year on the anniversary of the grant date, subject to the terms and conditions of our standard RSA agreement and the 2014 Plan.
The second grant will be made effective on or about March 1, 2021 (or such other similar date per our standard annual equity grant cycle) and will consist of an award of performance shares (PSAs) valued at $750,000. The PSAs shall cliff vest after the end of a three-year performance measurement period, subject to the terms and conditions of our standard PSA agreement, including the satisfaction of the performance goals therein, and the 2014 Plan.
This employment offer is not a guarantee of continued employment or any term, privilege or condition of employment. Neither you nor AtriCure are bound to continue the relationship established hereunder.
To accept this offer, please sign below and return the signed offer letter to Tonya Austin.
We look forward to the contributions you will continue to make at AtriCure and to the professional and personal opportunities we will be able to provide to you!