Amendment to Employment Agreement between RMS Titanic, Inc. and Gerald Couture

Summary

This amendment updates the employment agreement between RMS Titanic, Inc. and Gerald Couture. It extends Mr. Couture's employment term to February 4, 2008, grants him immediately vested stock options for 300,000 shares at $1.64 per share with a ten-year exercise period and a cashless exercise feature, and ensures the company will pay his legal fees for enforcing the agreement. All stock options remain exercisable for at least five years after employment ends or until their original expiration dates.

EX-10.51 4 ex10-51.txt AMENDED EMPLOYMENT AGREEMENT - GERALD COUTURE EXHIBIT 10.51 AMENDMENT TO EMPLOYMENT AGREEMENT Agreement made and entered into effective as of the _______day of April 2004 by and between RMS Titanic, Inc. (the "Company"), a Florida Corporation, and Gerald Couture (the "Executive"). Pursuant to Paragraph 12(b) of the Employment Agreement dated as of February 4, 2002 between the Company and the Executive, said Agreement is amended as follows: 1. Paragraph 1(b) is amended to extend the term of the Agreement until February 4, 2008. 2. Paragraph 3 is amended by adding Paragraph 3 (i) to provide the Executive with an Stock Option to acquire 300,000 shares of common stock shall be immediately vested and exercisable. The exercise price for all options granted to Executive hereunder shall be $1.64 per share, which is the closing price of such shares as of April 8, 2004. The options shall have an exercise period of ten (10) years from the date of this Agreement and shall contain a cashless exercise provision. The form of the option agreement is attached as Exhibit "A." 3. Paragraph 12(c) is amended such that the Executive is entitled to the payment by the Company of any and all attorney's fees, costs, and expenses he may incur contemporaneously with any action commenced for the enforcement of this Agreement or any amendments thereof. 4. All stock options granted to the Executive during the term of his employment shall remain exerciseable until the later of the fifth anniversary of the date of termination of employment or the expiration of such options on the scheduled expiration dates as set forth in the separate stock option agreements. IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date first written above COMPANY: RMS TITANIC, INC. By: ----------------------------------------- Its: ---------------------------------------- EXECUTIVE: ---------------------------------------- Gerald Couture