Employment Agreement between Orthovita Inc. and Maarten Persenaire, M.D. dated March 12, 1999

Summary

This agreement outlines the terms of employment for Maarten Persenaire, M.D. as Vice President, Medical Affairs, Worldwide at Orthovita Inc. Dr. Persenaire will report to the CEO/President, receive an annual salary of $170,000 with bonus opportunities, stock options, a car allowance, and executive benefits. The agreement includes provisions for severance in case of termination without cause, immediate vesting of options upon a change of control, and a start date in or around April 1999. Both parties have signed and agreed to these terms.

EX-10.1 3 dex101.txt EMPLOYMENT LETTER DATED MARCH 12, 1999 [LETTERHEAD OF ORTHOVITA] EXHIBIT 10.1 March 12, 1999 Maarten Persenaire, M.D. 310 Whitetail Drive Chagrin Falls, OH 44022 Dear Maarten: It was a pleasure meeting you and I am delighted that you have chosen to join Orthovita. You will, no doubt, bring solid experience to the management team here, and I am sure you will enjoy the environment at Orthovita and your re-location to the Philadelphia area and all it offers. The following confirms our discussion regarding your employment by Orthovita: 1. Position: Vice President, Medical Affairs, Worldwide. Your prime responsibility will be clinical affairs directly reporting to me. You will be a member of the executive management team and will work with me to define the strategic opportunities for Orthovita. 2. Reporting Relationship: To the CEO/President of Orthovita 3. Compensation: $170,000 per annum with an annual salary grade review, and participation in the Executive Compensation Plan for Vice President level, with a 30% bonus opportunity based upon performance criteria established on Company and individual performance (bonus criteria to be described as part of this agreement). Year-end bonus can be in cash and/or stock options at your discretion. 4. Stock Options in Orthovita: The current plan approved at the last meeting of the Board of Directors changed the vesting period to 25% each year for 4 years beginning on the anniversary of you employment date. Although I indicated that I was not sure that this had taken effect, it has been initiated since the year-end grants were awarded this past January. Thus, you will received a 50,000 stock option grant at the current price of $4.00 per share with the vesting as stated above. Additional options may be granted at the discretion of the CEO/President and Board of Directors. Maarten Persenaire, M.D. March 12, 1999 Page 2 5. Car Allowance: $600 per month 6. Employee Benefits: Participation in all Executive benefit plans generally available. Benefits to include but not be limited to Blue Cross Personal Choice Medical; MetLife Dental; Pharmacare Prescription; 401(k); Life Insurance ($500,000 minimum); Long-Term Disability; and so on. Four weeks of vacation and normal holidays. 7. Start Date and Term of Employment: Start date on or mid April with a to be agreed upon relocation package. 8. Severance: In the event of involuntary termination without cause by Orthovita or its successor, you will receive 9 months salary as a severance benefit. Additionally, you will be able to continue your participation in any short-term and long-term incentive compensation and benefit programs generally established for the Company's executives. 9. Change of Control: In the event of change of control of Orthovita, all granted options or any other granted equity-type shares or rights shall vest immediately. The terms of this agreement shall remain in force. Approved for Orthovita Inc. /s/ David S. Joseph /s/ Maarten Persenaire - ------------------- -------------------------------- David S. Joseph Maarten Persenaire, M.D. President March 12, 1999 March 12, 1999 - ------------------- --------------------------------- Date Date