Director and Senior Advisor Agreement between Janel Corporation and Karen Ryan (July 3, 2024)
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Summary
Janel Corporation and Karen Ryan have entered into an agreement where Karen Ryan will serve as a Director, Chair of the Compensation Committee, and Senior Advisor to Janel Life Sciences. She is required to attend board meetings, mentor the leadership team, provide strategic guidance, and assist with mergers and acquisitions. The agreement is for one year and renews automatically unless canceled with six months' notice. Compensation includes annual fees totaling $100,000, stock options, and reimbursement of expenses.
EX-10.34 3 ef20034565_ex10-34.htm EXHIBIT 10.34
Exhibit 10.34
July 3, 2024
Karen Ryan
Director, Janel Corporation and Chair of Compensation Committee
Senior Advisor, Janel Life Sciences
Duties
As a member of the Board of Directors:
| • | Attendance at eight (8) board meetings per year, including four (4) in-person quarterly meetings and four (4) telephonic monthly results meetings. |
As a Senior Advisor:
| • | Mentorship: Support the development of the Janel Life Sciences leadership team. |
| • | Strategic Guidance: Support Janel Life Sciences in setting strategic direction, marketing, new product development and other general management topics. |
| • | Participate in monthly meetings with the leadership team and lead the yearly strategic prioritization meeting. |
| • | Assist with evaluation and integration (as requested) of M&A Targets. |
Term
| • | One-year term, renewing automatically for additional one-year terms, unless cancelled by either party within six (6) months of the renewal date. |
Compensation
| • | For service as a Director on the Board of Directors, you will receive Janel Corporation’s board fee of $40,000/year, paid monthly. For service as Chair of the Compensation Committee you will receive $10,000/year, paid monthly. You will be awarded 2,500 Stock options yearly. |
| • | For service as a Senior Advisor to Janel Life Sciences you will receive $50,000/year, paid monthly. |
| • | Reimbursement of travel and other expenses related to your service. |
IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the day and year first above written.
| By: | /s/ Darren Seirer | ||
| Name: Darren Seirer | |||
| Title: Chairman, President and CEO | |||
| By: | /s/ Karen Ryan | ||
| Name: Karen Ryan | |||
| Title: Director and Chair of Compensation Committee | |||
| Senior Advisor, Janel Life Sciences | |||
