CyberOptics CEO Promotion and Employment Terms Letter – Kathleen P. Iverson

Summary

This letter from CyberOptics Corporation offers Kathleen P. Iverson a promotion to Chief Executive Officer, in addition to her role as President, effective January 1, 2003. The agreement outlines her annual base salary of $225,000, eligibility for a $60,000 target incentive, and a grant of 35,000 stock options vesting over four years. If terminated without misconduct, she will receive twelve months' salary and health coverage. Employment remains at-will, allowing either party to end the relationship at any time for any legal reason.

EX-10.5 6 cyber031406_ex10-5.txt LETTER OF ENGAGEMENT EXHIBIT 10.5 September 13, 2002 Ms. Kathleen P. Iverson 16887 Dewey Court Eden Prairie, MN 55347 Dear Kitty: We are very pleased to offer you a promotion to the position of Chief Executive Officer in addition to your current position of President, The terms of our offer are as follows: Position Title: President and Chief Executive Officer Location: Minneapolis, Minnesota Reports to: Steven Case, Chairman of the Board Effective Date: January 1, 2003 Base Salary: $225,000 on an annualized basis Incentive Plan: Participation in the CyberOptics Management Incentive Plan, with a Target Annual Incentive of $60,000 for 2003. Stock Options: A stock option grant to purchase 35,000 shares of CyberOptics stock, issued and priced on the close of business on the date that the Board of Director's approves the option grant AND the offer is accepted in writing by Ms. Iverson, In the CyberOptics Stock Option Plan, participant vesting occurs over four years, at a rate of 25% per year. The options have a seven-year life. These will be classified as Non-qualified options. Severance Agreement: In the event of involuntary termination of employment with CyberOptics for any reason other than misconduct, Ms. Iverson will receive a severance package consisting of twelve months' base salary and payment for health insurance coverage through COBRA for twelve months. Note that nothing in this agreement constitutes a contract of employment with CyberOptics. Employment with CyberOptics is on an "at-will" basis, which means that either you or the Company can terminate the employment arrangement for any legal reason at any time. Kitty, during this past year you have demonstrated strong leadership skills in your role as President and COO. We believe that you are very well suited to assume this added responsibility and provide leadership to CyberOptics during the next growth phase, We congratulate you! Sincerely, /s/ Steven K. Case Dr. Steven K. Case Chairman of the Board CyberOptics Corporation /s/ Kathleen P. Iverson 13 Sept. 02 - -------------------------------------------- --------------------------- Accepted: Kathleen P. Iverson Date