Performance Bonus Amendment, by and among Phoenix Operating LLC, Phoenix Capital Group Holdings, LLC, and Brandon Allen, dated as of January 22, 2025
Exhibit 10.12
PHOENIX OPERATING LLC AND
PHOENIX CAPITAL GROUP HOLDINGS, LLC
January 22, 2025
Brandon Allen
13010 W. 73rd Pl.
Arvada, CO 80005
Re: Removal of Annual Performance Bonus
Dear Brandon:
Phoenix Operating, LLC, a wholly owned subsidiary of Phoenix Capital Group Holdings, LLC dba Phoenix Capital Group, is affirming via this letter that notwithstanding anything to the contrary, an annual performance bonus will no longer be payable to you in connection with your employment commencing in the 2025 calendar year. However, performance reviews will continue to be performed, and such will be used to determine salary changes and discretionary bonuses, each at the sole discretion of Lion of Judah Capital, LLC. As you have been admitted as a member of Phoenix Equity Holdings, LLC, the sole member of Phoenix Capital Group, on December 4, 2024, since that time you acknowledge that you are no longer a W-2 employee of Phoenix Capital Group or Phoenix Operating, LLC and instead will receive a Schedule K-1 and be taxed accordingly with neither Phoenix Capital Group nor Phoenix Operating making any tax withholdings from any payments made to you in connection with your employment with Phoenix Operating or Phoenix Capital Group or your membership interest in Pheonix Equity Holdings.
You should consult with a tax advisor regarding your tax liability related to your membership interest in Pheonix Equity Holdings, LLC and any payments received in connection with your membership and/or employment.
Sincerely, | ||
Lion of Judah Capital, LLC | ||
By: | /s/ Daniel Ferrari | |
Name: Daniel Ferrari Title: Manager | ||
Phoenix Capital Group Holdings, LLC | ||
By: Phoenix Equity Holdings, LLC, its sole member | ||
`By: | /s/ Adam Ferrari | |
Name: Adam Ferrari | ||
Title: Chief Executive Officer |
Acknowledged and Accepted by: |
/s/ Brandon Allen |
Brandon Allen |