Amendment to Employment Agreement, effective January 1, 2025, between Cingulate Therapeutics, LLC and Matthew N. Brams

Contract Categories: Human Resources - Employment Agreements
EX-10.1 2 ex10-1.htm

 

Exhibit 10.1

 

AMENDMENT TO EMPLOYMENT AGREEMENT

 

This AMENDMENT is made and effective as of January 1, 2025 by and between CINGULATE THERAPEUTICS LLC, a Delaware Limited Liability Company, whose principal address is 1901 W. 47th Place, 3rd Floor, Kansas City, KS 66205 (the “Company”) and MATTHEW N. BRAMS, whose address is 550 Westcott Street #250, Houston, TX 77007, (the “Executive”). (The Company and the Executive hereinafter sometimes referred to as the “Parties”.)

 

WITNESSETH:

 

WHEREAS, the Parties are subject to an Employment Agreement, effective the 23rd day of September, 2021, as amended effective January 1, 2024 (the “Employment Agreement”); and

 

WHEREAS, the Company desires to continue to employ the Executive and the Executive desires to be employed by the Company on the terms contained herein.

 

NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:

 

The following amendments are made to the Employment Agreement;

 

Part 1: Section 3(a) Base Salary is revised to read as follows:

 

The Executive’s annual base salary shall be an amount One Hundred Sixty-Five Thousand ($165,000) Dollars (based upon part-time fifty (50%) percent of a full-time equivalent). The Executive’s base salary shall be reviewed annually by the Board in consultation with the Company’s annual budget, and the Board may, but shall not be required to, increase the base salary. However, the Executive’s base salary may not be decreased by the Board other than as part of an across-the-board salary reduction that applies in the same manner to all senior executives. The base salary in effect at any given time is referred to herein as “Base Salary.” The Base Salary shall be payable in a manner that is consistent with the Company’s usual payroll practices for senior executives.

 

Part 2: Section 3(c) Employee Benefits is revised to read as follows:

 

The Executive shall be entitled to participate in all employee benefit plans, policies, practices and programs maintained by the Company, as in effect from time to time, to the extent consistent with applicable law and the terms of the applicable employee benefit plans, policies, practices and programs, including without limitation health care benefits, any 401k plan and equity plans. The Executive understands that, except when prohibited by applicable law, the Company’s benefit plans may be amended by the Company from time to time in its sole discretion.

 

Part 3: All other provisions of the Employment Agreement remain unchanged.

 

 
 

 

IN WITNESS WHEREOF, the Parties have executed this Amendment effective on the date and year first above written.

 

  CINGULATE THERAPEUTICS LLC
   
  /s/ Matthew N. Brams
  MATTHEW N. BRAMS
  Chief Medical Officer
   
  /s/ Shane J. Schaffer
  SHANE J. SCHAFFER
  Chief Executive Officer