Amendment No. 3 to the Employment Agreement dated July 27, 2017, between the Company
Exhibit 10.1
Amendment No. 3 to Employment Agreement
Galaxy Gaming, Inc. (the “Company”) and Todd P. Cravens (“Employee”) are parties (the “Parties”) to an Employment Agreement dated July 27, 2017 (the “Employment Agreement”), and that certain Amendment No. 1 to Employment Agreement dated February 21, 2019 and Amendment No. 2 To Employment Agreement dated February 17, 2020 (the Employment Agreement, Amendment No.1 and Amendment No. 2 are hereinafter collectively referred to as the “Agreement”).
WHEREAS the Company and Employee desire to modify certain terms of the Agreement;
NOW THEREFORE, the Parties agree as follows:
Additionally, you eligible to receive shares of the Company’s common stock under the following performance goals for calendar year 2022:
100% of EBITDA Target – 20,000 Shares
110% of EBITDA Target – 30,000 Shares
115% of EBITDA Target – 40,000 Shares
The "earned" shares provided in this section will vest one year from the date of grant. Should you leave the Company or be terminated with good cause prior the vesting date you will forfeit any and all rights to the shares.
For the purposes of clarity, the number of shares available to you under the performance goals table above are separate grants of shares and not cumulative.
Additionally, you eligible to receive shares of the Company’s common stock under the following performance goals for calendar year 2022:
100% of EBITDA Target – 20,000 Shares
110% of EBITDA Target – 30,000 Shares
115% of EBITDA Target – 40,000 Shares
The "earned" shares provided in this section will vest one year from the date of grant. Should you leave the Company or be terminated with good cause prior the vesting date you will forfeit any and all rights to the shares.
For the purposes of clarity, the number of shares available to you under the performance goals table above are separate grants of shares and not cumulative.
In addition, should there be a circumstance that may trigger a change of control (as defined in the 2014 Equity Plan), in either the 2022 or 2023 calendar years, if not already granted, the 20,000 shares from each of the 2022 and 2023 CEO executive Incentive from the 80% EBITDA target, will be granted immediately. The Board retains discretion to be exercised reasonably and in good faith to accelerate the grant of remaining shares under the 2022 and 2023 Equity Incentives set forth in Sections 2A. and 2B. above.
This Amendment No. 3 shall become part of and subject to the terms of the Agreement which, except as modified hereby, remains unchanged and in full force and effect. To the extent that the terms and conditions expressly set forth in this Amendment No. 3 conflict with the terms and conditions of the Agreement, the terms and conditions expressly set forth in this Amendment No. 3 shall prevail. Unless otherwise defined in this Amendment No. 3, capitalized terms used herein shall have the same meanings assigned to such terms in the Agreement.
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[signatures appear on next page]
IN WITNESS WHEREOF, the Parties have executed this Amendment No. 3 with an effective date of June 15, 2022.
GALAXY GAMING, INC. Todd P. Cravens
By: ___/s/ Harry C. Hagerty____________ By: ___/s/ Todd P. Cravens______
Name: Harry Hagerty, CFO
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