Amendment to Offer Letter for Promotion of David J. Dick to CFO and Treasurer at dELiA*s, Inc.
This agreement is an amendment to David J. Dick's offer letter, confirming his promotion to Chief Financial Officer and Treasurer of dELiA*s, Inc., effective February 2, 2009. It outlines his new base salary, stock option grant, target bonus, and severance terms. If terminated without cause, he receives six months' salary and benefits; if terminated within 12 months after a company sale, he receives twelve months' salary and benefits. The agreement is signed by both David J. Dick and the company's COO, Walter Killough.
EXHIBIT 10.2
January 26, 2009
Mr. David J. Dick
60 Freeman Street
Roseland, NJ 07068
Dear David:
On behalf of dELiA*s, Inc., I am very pleased to offer you a promotion from VP, Controller, Chief Accounting Officer to Chief Financial Officer, Treasurer effective February 2, 2009. Details of this promotion are noted below.
| Title: | CFO, Treasurer | |
| Reporting to: | Walter Killough, COO | |
| Base Salary: | $280,000 – effective February 2, 2009 | |
| Stock Options: | 80,000 options – grant date of February 2, 2009. Grant price will be the closing price of the stock on January 30, 2009. These options will have a standard 4 year vesting schedule. | |
| MIP: | Target bonus is 30% | |
| Severance: | If the Company terminates you for any reason other than “cause”, you shall be entitled to a severance payment of 6 months of base salary, medical and dental benefits, payable in bi-weekly installments. “Cause” is defined as dishonesty, substantial malfeasance or non-feasance of duty, unauthorized disclosure of confidential information and conduct substantially prejudicial to the business of the Company or and Affiliate. | |
| In the event that all or substantially all of the assets or stock of the Company are sold, and the new Company terminates you within 12 months of the acquisition for any reason other than “cause” you shall be entitled to a severance payment of 12 months of base salary, medical and dental benefits, payable in bi-weekly installments. | ||
David, we believe you continue to have enormous potential with us and we all can benefit and grow by working together. We hope you accept this promotion and our offer.
| Congratulations! | ||
| By: | /s/ Walter Killough | |
| Walter Killough, COO | ||
| Accepted and Agreed: | ||
| By: | /s/ David J. Dick | |
| David Dick | ||
| Date: | January 26, 2009 | |
