CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED.
February 23, 2020
Robin Harper Cowie
This letter updates and revises your offer letter of March 11, 2011.
This confirms that effective April 1, 2017 you were appointed as the Chief Financial Officer of the Company.
Compensation: Your base salary was raised on April 1, 2017 to $20,000 per month, or $240,000 annualized, less all deductions and withholdings. Your base salary was raised February 16, 2019 to $22,083.33 per month, or $265,000 annualized, less all deductions and withholdings. Pursuant to recent discussions, effective the beginning of the first month after a successful IPO, your salary will be further adjusted to $24,166.66 per month or $290,000 annually. The Company may modify your compensation from time to time in its sole discretion.
Bonus: Effective with the raise in the base salary on February 16, 2019 your bonus potential, as outlined in the original agreement will remain at 50% of your base salary. Consistent with the previous offer letter, such bonus, if any, will be paid after the close of the Companys financial year, after validation and approval from the Companys Compensation Committee and Board of Directors that relevant objectives have been achieved, and provided the Company has the financial wherewithal to pay. To be eligible for any Bonus, you must be employed by the Company at the time any Bonus amount is to be paid. Bonuses are not earned until they are approved in writing by the Board of Directors of the Company.
Termination of Employment: You and Biodesix each acknowledge that either party has the right to terminate your employment with Biodesix at any time for any reason whatsoever, with or without cause or advance notice, subject only to the following:
a. Resignation, Termination for Cause or due to Death or Disability. In the event you resign your employment with Biodesix, or your employment is terminated by Biodesix for Cause or due to death or disability, the Companys obligation to make payments hereunder shall cease, except that the Company shall pay you or, as applicable, your heirs or assigns, any salary earned