Agreement Limiting PSU Awards between Cimpress N.V. and Robert Keane (May 13, 2016)

Summary

This agreement between Cimpress N.V. and its CEO, Robert Keane, limits Mr. Keane’s long-term incentive compensation from May 13, 2016, until June 30, 2023. During this period, he may only receive performance share units (PSUs) under the company’s 2016 Performance Equity Plan, with a maximum of 75,000 PSUs per fiscal year, subject to adjustments for changes in company capitalization. Any changes to this agreement must be made in writing and signed by both parties.

EX-10.1 2 psulimitationagmtex101.htm EXHIBIT 10.1 SEC Exhibit

EXHIBIT 10.1

AGREEMENT

LIMITING PSU AWARDS

This Agreement is entered into as of May 13, 2016 between Cimpress N.V. and Robert Keane, Cimpress’ Chief Executive Officer and Chairman, Management Board. Subject to the approval of Cimpress’ 2016 Performance Equity Plan (the “Plan”) by Cimpress’ shareholders at the upcoming Extraordinary General Meeting of Shareholders, the parties agree as follows:


1.	Until June 30, 2023, Cimpress shall not grant any long-term incentive compensation (including but not limited to equity or long-term cash awards) to Mr. Keane other than performance share units (“PSUs”) under the Plan.


2.	Until June 30, 2023, the maximum number of PSUs that Cimpress may grant to Mr. Keane under the Plan per fiscal year is 75,000 PSUs (subject to adjustment for stock splits, stock dividends, recapitalization, combinations or reclassifications of shares, or other similar changes in Cimpress’ capitalization).


3.	This Agreement may be modified or terminated only by a written instrument executed by both parties.

Signature /s/Robert S. Keane

Robert S. Keane

Cimpress N.V.:

Signature /s/Scott Vassalluzzo

Name: Scott Vassalluzzo

Title: Member, Supervisory Board and Chairman, Compensation Committee

Signature /s/Lawrence Gold

Name: Lawrence Gold

Title: Senior Vice President and Secretary