Offer Letter and Executive Employment Agreement, dated March 20, 2025, between Alison Engel and Spire Global, Inc
Exhibit 10.1
March 18, 2025 Alison Engel
[***]
[***]
[***]
Dear Alison,
Spire Global Subsidiary, Inc. (the “Company”) is pleased to offer you employment on the following terms:
through the applicable vesting date.. For purposes of the Award, “Quarterly Vesting Date” means,
with respect to any calendar year, the 20th day of February, May, August, and November.
2
signs the signature page and faxes (or scans and emails) the signature page to the other party or signs this letter agreement by electronic signature, then such signature page shall be deemed an original signature page to this letter agreement and shall constitute the execution and delivery of this letter agreement by the sending party.
* * * * *
3
We hope that you will accept our offer to join the Company. You may indicate your agreement with these terms and accept this offer by signing and dating this letter agreement and the Executive Employment Agreement and returning them to me. This offer, if not accepted, will expire at the close of business in 7 days. Your employment as CFO is contingent upon your continued employment with the Company and starting the CFO role on April 1, 2025.
Very truly yours,
Spire Global Subsidiary, Inc.
By: | /s/ Theresa Condor | |
Name: | Theresa Condor | |
Title: | Chief Executive Officer |
I have read and accept this employment offer:
By: | /s/ Alison Engle | |
Name: | Alison Engle | |
Date: | March 20, 2025 |
Attachments
Proprietary Information and Inventions Agreement Executive Employment Agreement
4
EXECUTIVE EMPLOYMENT AGREEMENT
This Executive Employment Agreement (“Agreement”) is entered into by and between Spire Global, Inc., a Delaware corporation (the “Company”) and Alison Engel (“Employee”) (collectively “Parties” or individually “Party”). This Agreement shall become effective, as of its stated date of execution, when both the Employee and the Company sign it.
RECITALS
AGREEMENT
In consideration of the above recitals and the mutual promises set forth in this Agreement, the Parties agree as follows:
will terminate upon:
5
other reason (as specified in written notice from Employee); or
6
Company is terminated by reason of:
then the Company shall pay to Employee or Employee’s beneficiary or Employee’s estate, as the case may be, Employee’s base Salary and other compensation earned through the Termination Date and Employee shall not be eligible or entitled to receive any severance pay or benefits from the Company.
7
Conduct or Employee Handbook or other material written policy; or
With respect to Section 5.4(a), Section 5.4(f) or Section 5.4(g), the Company shall first provide Employee with written notice within thirty (30) calendar days of the condition’s occurrence detailing the asserted failure, violation or beach and provide a reasonable opportunity to cure such asserted failure, violation or breach, with such written notice identifying with specificity the reasonable action(s) needed to cure within thirty (30) calendar days of Employee’s receipt of written notice from the Company. However, Employee recognizes some events result in the destruction of trust and are, therefore, not curable. The Company, in its sole discretion, shall determine whether an event is curable; and, therefore, whether the notice allowed for in this paragraph is applicable.
duties;
provided, however, that “Good Reason” shall not exist unless Employee has first provided written
notice to the Company of the occurrence of one or more of the conditions under clauses (a) through
(d) above, such condition is not fully remedied by the Company within thirty (30) calendar days
after the Company’s receipt of written notice from Employee.
Agreement affects Employee’s right to receive any amounts due under the terms of any employee
8
benefit plans or programs (other than severance-related plan or program) then maintained by the Company in which Employee participates.
§1.409A-2(b)(2)(iii);
9
409A): (i) reimbursement of any such expense shall be made by the Company as soon as practicable after such expense has been incurred, but in any event no later than December 31st of the year following the year in which Employee incurs such expense; (ii) the amount of such expenses eligible for reimbursement, or in-kind benefits to be provided, during any calendar year shall not affect the amount of such expenses eligible for reimbursement, or in-kind benefits to be provided, in any calendar year; and (iii) Employee’s right to receive such reimbursements or in-kind benefits shall not be subject to liquidation or exchange for another benefit;
10
to Employee’s employment with the Company or the termination of such employment shall be brought in such courts. Each party consents to personal jurisdiction over such party in the state and/or federal courts of Virginia and hereby waives any defense of lack of personal jurisdiction or inconvenient forum.
11
the following order: (A) cash payments shall be reduced first and in reverse chronological order such that the cash payment owed on the latest date following the occurrence of the event triggering such excise tax will be the first cash payment to be reduced; (B) accelerated vesting of stock awards, if any, shall be cancelled/reduced next and in the reverse order of the date of grant for such stock awards (i.e., the vesting of the most recently granted stock awards will be reduced first), with full- value awards reversed before any stock option or stock appreciation rights are reduced; and (C) deferred compensation amounts subject to Section 409A shall be reduced last.
[Signature Page Follows]
12
Docusign Envelope ID: 7D9D01F5-8469-4AE8-86AC-79CC02B275C5
8000 Towers Crescent Dr, Suite 1100 Vienna, VA 22182, United States
+1 ###-###-#### | spire.com
THIS EXECUTIVE EMPLOYMENT AGREEMENT was voluntarily and knowingly executed by the Parties effective as of the stated date of execution, when both Employee and the Company sign it.
SPIRE GLOBAL, INC. | |||
Date: | March 20, 2025 | By: | /s/ Theresa Condor |
Name: Title: | Theresa Condor President and Chief Executive Officer |
EMPLOYEE | |||
Date: | March 20, 2025 | By: | /s/ Alison Engel |
Name: | Alison Engel |