Second Amendment to Employment Agreement between Paramount Global and Nancy Phillips (June 2024)

Summary

Paramount Global and Nancy Phillips have agreed to amend her employment agreement, effective June 4, 2024. The changes extend her contract period for three more years, increase her annual salary to $1,000,000, raise her target bonus to 120% of her salary (with a blended rate for 2024), and set her target long-term incentive value at $1,800,000 starting in 2025. All other terms of the original agreement remain unchanged. The amendment is binding once both parties sign it, and electronic signatures are accepted.

EX-10.B 4 para_ex10b-063024.htm EX-10.B Document

As of June 4, 2024

Ms. Nancy Phillips

c/o last address on file

with the Company

Dear Nancy:

Reference is made to your employment agreement with Paramount Global (the “Company”), dated as of April 11, 2022 (the “Agreement”). All defined terms used without being defined herein shall have the meanings ascribed to them in the Agreement. This letter further amends the Agreement, effective on the date shown above, as set forth below (the “Amendment”).

1.The “Contract Period,” as such term is defined in paragraph 1 of the Agreement, is hereby modified such that it ends on the third anniversary of the date of this Amendment.

2.Paragraph 3(a) of the Agreement is hereby modified to increase your Salary to One Million Dollars ($1,000,000).

3.Paragraph 3(b)(ii) of the Agreement is hereby modified to increase your Target Bonus to 120% of your Salary; provided that your Target Bonus for the 2024 fiscal year shall be blended to reflect your Target Bonus before and after the date shown above.

4.Paragraph 3(c) of the Agreement is hereby modified to increase your target long-term incentive value to One Million Eight Hundred Thousand Dollars ($1,800,000), beginning with the annual grants for the 2025 fiscal year.

5.Except as provided herein, your acceptance of the arrangements described in this Amendment shall in no way constitute a waiver of any rights you may have under the Agreement.

6.This Amendment may be executed in one or more counterparts, including by facsimile, and all counterparts shall constitute one fully executed agreement. The signature of any party to any counterpart shall be deemed a signature to, and may be appended to, any other counterpart. Additionally, the parties agree that this Amendment may be electronically signed, and that electronic signatures appearing on this Amendment are the same as handwritten signatures for the purposes of validity, enforcement, and admissibility.

7.Except as otherwise provided herein, the Agreement shall continue in full force and effect in accordance with its terms.

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Please confirm your understanding of the Agreement by signing and returning this Agreement. This document shall constitute a binding agreement between us only after it also has been executed by the Company and a fully executed copy has been returned to you. Facsimile signatures, digital signatures, and signatures delivered and obtained in e-mail PDF format will be deemed originals for all purposes.


Very truly yours,

PARAMOUNT GLOBAL


By:			/s/ Chris McCarthy

			Chris McCarthy
			Office of the Chief Executive Officer

ACCEPTED AND AGREED:

/s/ Nancy Phillips

Nancy Phillips

Dated: 6/7/2024