AvantGo Interim CEO Offer Letter Agreement with David Pratt (September 25, 2002)

Summary

AvantGo offers David Pratt the position of interim CEO, starting October 16, 2002, with a base salary of $20,000 per month and a quarterly bonus of $40,000 based on agreed objectives. Pratt will receive an option to purchase 250,000 shares of AvantGo stock, vesting over several months. If terminated without cause before March 31, 2003, he will receive at least $100,000 in total compensation and all unvested shares will vest immediately. The agreement outlines compensation, bonus, stock options, and termination terms.

EX-10.48 9 d52485_ex10-48.txt OFFER LETTER EXHIBIT 10.48 James T. Richardson 25881 Industrial Blvd. Hayward, CA 94945 September 25, 2002 Mr. David Pratt 12324 Melody Lane Los Altos Hills, CA 94022 Dear David: On behalf of the Board of Directors of AvantGo, it is my pleasure to confirm our offer to you to become interim CEO of the company. Cash compensation will be at the rate of $20,000 per month, base salary. Your quarterly target bonus will be $40,000 per quarter payable upon the achievement of agreed upon objectives. For Q4 2002, your objectives will be the same as those approved for the corporate bonus plan for senior objectives. At the October 17, 2002 you will be granted and option for 250,000 shares of AvantGo stock at the then current market price. The shares will vest as follows: 125,000 shares on December 31, 2002; 41,666 shares on January 31, 2003, 41,667 on February 28, 2003, and 41,667 shares on March 31, 2003, subject to your being an employee on each of the vesting dates. If you are terminated other than for cause prior to March 31, 2003, your total cash compensation will be the greater of $100,000 or compensation earned to date plus $30,000; also, all unvested shares shall accelerate and fully vest on the date of termination. Subject to legal review of what the plan permits, your options will remain exercisable for at least six months beyond your date of termination. It is anticipated that your start date will be October 16, 2002. Your base salary for October 2002 will be prorated to reflect this start date. We very much look forward to your joining AvantGo. Please confirm your acceptance of this offer by fax to me at ###-###-####, by email to ***@*** or ***@***, and return the signed original to my attention at AvantGo. Sincerely, /s/ James T. Richardson James T. Richardson Chairman Accepted: David Pratt /s/ David B. Pratt Date: 9/25/02