Amendment to Employment Agreement between Cronos USA Client Services LLC, Cronos Group Inc., and Anna Shlimak (February 2023)

Summary

This letter agreement amends Anna Shlimak's employment agreement with Cronos USA Client Services LLC and, for certain purposes, Cronos Group Inc. The amendment changes the severance payment terms upon termination, specifying that Anna will receive two months of her annual base salary plus one additional month for each completed year of service, up to a maximum of twelve months, paid in a lump sum within sixty days of termination. All other terms of her employment agreement remain unchanged. Anna acknowledges she was encouraged to seek independent legal advice before signing.

EX-10.32 2 exhibit1032-annashlimaklet.htm EX-10.32 Document

Exhibit 10.32

February 21, 2023

Anna Shlimak

At the Address on file with the Company

Dear Anna,

Further to our recent discussions, this letter agreement (this “Letter Agreement”), effective as of the date hereof (the “Effective Date”), confirms the following amendment to your employment agreement with Cronos USA Client Services LLC, a limited liability company incorporated in the State of Delaware (the “Company”), and solely for the purposes specified therein, Cronos Group Inc., a corporation organized under the laws of the Province of British Columbia, dated as of February 21, 2020 (the “Employment Agreement”). Capitalized terms used in this Letter Agreement that are not defined herein have the meanings set forth in the Employment Agreement.

1.Amendment

Paragraph (c) of Section 6.3 of the Employment Agreement is hereby deleted and replaced with the following:

in lieu of notice, provide the Executive with a payment equal to two months of the Executive’s annual base salary in effect at the time of the termination plus one month of the Executive’s annual base salary in effect at the time of termination for each completed year of service with the Company, subject to a maximum of twelve months of base salary, payable by way of lump sum payment within sixty days following such termination.

2.General.

Except as expressly modified by this Letter Agreement, all terms and conditions of your employment, as set out in the Employment Agreement, including, without limitation, Section 6 (“Termination of Employment”) and Section 7 (“Restrictive Covenants”), remain unchanged and continue in full force and effect.

3.Independent Legal Advice.

You acknowledge that you have been encouraged to obtain independent legal advice regarding the execution of this Letter Agreement, and that you have either obtained such advice or voluntarily chosen not to do so, and hereby waive any objections or claims you may make resulting from any failure on your part to obtain such advice.

4.Counterparts.

This Letter Agreement may be executed in one or more counterparts, each of which when executed shall be deemed to be an original but all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of a signature page to this Letter Agreement by electronic transmission, including in portable document format (.pdf), shall be deemed as effective as delivery of an original executed counterpart of this Letter Agreement.

If you agree that this Letter Agreement correctly memorializes our understandings, please sign and return this Agreement, which shall become a binding agreement as the Effective Date.

Sincerely,

CRONOS USA CLIENT SERVICES LLC

By:    /s/ Michael Gorenstein
Name:    Michael Gorenstein
Title:    President

CRONOS GROUP INC.

By:    /s/ Michael Gorenstein
Name:    Michael Gorenstein
Title:    President and Chief Executive     Officer

Accepted and Agreed:

/s/ Anna Shlimak
Anna Shlimak

Date: February 21, 2023