Offer Letter between Robinhood Markets, Inc. and Gretchen Howard, dated November 16, 2018

EX-10.3 4 exhibit103.htm EX-10.3 Document

Exhibit 10.3



November 16, 2018

JOB OFFER LETTER
Dear Gretchen:

Robinhood Markets, Inc. (the “Company”) is pleased to offer you employment on the following terms:
Position

Your initial title will be Vice President of Operations, and you will initially report to Vladimir Tenev. This is a full-time position. While you render services to the Company, you will not engage in any other employment, consulting or other business activity (whether full-time or part- time) that would create a conflict of interest with the Company. By signing this letter agreement, you confirm to the Company that you have no contractual commitments or other legal obligations that would prohibit you from performing your duties for the Company.
Cash Compensation

Cash Compensation. The Company will pay you a starting salary at the rate of $300,000 per year, payable in accordance with the Company’s standard payroll schedule. This salary will be subject to adjustment pursuant to the Company’s employee compensation policies in effect from time to time.
In appreciation for your decision to join us, the Company will pay you $1,400,000, payable in four equal installments. The first installment will be paid in the first payroll period following your commencement of employment with the Company, less applicable payroll withholdings and deductions. You will earn this bonus payment by remaining employed with the Company for one-full year. Upon your termination or resignation for any reason prior to your one-year anniversary date with the Company, you will be required to repay the first bonus installment, prorated based on the number of full calendar months you were employed by the Company as of the date of your termination or resignation.



If you are employed with the Company on the first anniversary of your first date of employment, the Company will pay the second bonus installment in the first paycheck after your first anniversary. If your employment with the Company is terminated for any reason during your first year of employment, you will not be eligible for the second installment.
If you are employed with the Company on the second anniversary of your first date of employment, the Company will pay the third bonus installment in the first paycheck after your second anniversary. If your employment with the Company is terminated for any reason during your second year of employment, you will not be eligible for the third installment.
If you are employed with the Company on the third anniversary of your first date of employment, the Company will pay the fourth and final bonus installment in the first paycheck after your third anniversary. If your employment with the Company is terminated for any reason during your third year of employment, you will not be eligible for the fourth installment.
Each bonus installment will be payable in accordance with the Company’s standard payroll practice and subject to applicable withholding taxes.
Employee Benefits

As a regular employee of the Company, you will be eligible to participate in a number of Company-sponsored benefits. In addition, you will be entitled to paid vacation in accordance with the Company’s vacation policy, as in effect from time to time.
Equity Compensation

Subject to the approval of the Company’s Board of Directors or its Compensation Committee, you will be granted an option to purchase shares of the Company’s Common Stock corresponding to a target face value of $4,000,000 based on the company's most recent preferred share issuance (the “Option”). The exercise price per share of the Option will be determined by the Board of Directors or the Compensation Committee when the Option is granted. The Option will be subject to the terms and conditions applicable to options granted under the Company’s applicable equity compensation plan. You will vest in 25% of the Option shares after 12 months of continuous service, and the balance will vest in equal monthly installments over the next 36 months of continuous service, as described in the applicable agreements.
Subject to the approval of the Company’s Board of Directors or its Compensation Committee, you will be granted restricted stock units of the Company’s Common Stock corresponding to a target value of $4,000,000 (the “RSUs”). The RSUs will be subject to the terms and conditions applicable to equity compensation granted under the Company’s applicable equity compensation plan. You will vest in 25% of the RSU shares after 12



months of continuous service, and the balance will vest in equal monthly installments over the next 36 months of continuous service, as described in the applicable agreements.
In the event that you are promoted to Chief Operating Officer and hold this title on the date of any change of control of the Company, the Options and RSUs will be subject to accelerated vesting upon such change of control.
Proprietary Information And Invention Agreements

Like all Company employees, you will be required, as a condition of your employment with the Company, to sign the Company’s standard Proprietary Information and Inventions Agreement.
Employment Relationship

Employment with the Company is for no specific period of time. Your employment with the Company will be “at will,” meaning that either you or the Company may terminate your employment at any time and for any reason, with or without cause. Any contrary representations that may have been made to you are superseded by this letter agreement. This is the full and complete agreement between you and the Company on this term. Although your job duties, title, compensation and benefits, as well as the Company’s personnel policies and procedures, may change from time to time, the “at will” nature of your employment may only be changed in an express written agreement signed by you and a duly authorized officer of the Company (other than you).
Tax Matters
Withholding. All forms of compensation referred to in this letter agreement are subject to reduction to reflect applicable withholding and payroll taxes and other deductions required by law
Tax Advice. You are encouraged to obtain your own tax advice regarding your compensation from the Company. You agree that the Company does not have a duty to design its compensation policies in a manner that minimizes your tax liabilities, and you will not make any claim against the Company or its Board of Directors related to tax liabilities arising from your compensation.
Interpretation, Amendments and Enforcement

This letter agreement and Proprietary Information and Inventions Agreement supersede and replace any prior agreements, representations or understandings (whether written, oral, implied or otherwise) between you and the Company and constitute the complete agreement between you and the Company regarding the subject matter set forth herein. This letter agreement may not be amended or modified, except by an express written agreement signed by both you and a duly authorized officer of the Company. The terms of this letter agreement



and the resolution of any disputes as to the meaning, effect, performance or validity of this letter agreement or arising out of, related to, or in any way connected with, this letter agreement, your employment with the Company or any other relationship between you and the Company (the “Disputes”) will be governed by California law, excluding laws relating to conflicts or choice of law. You and the Company submit to the exclusive personal jurisdiction of the federal and state courts located in Santa Clara County, California in connection with any Dispute or any claim related to any Dispute.

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 both the enclosed duplicate original of this letter agreement and the enclosed Proprietary Information and Inventions Agreement and returning them to me. This offer, if not accepted, will expire at the close of business on November 16, 2018. As required by law, your employment with the Company is contingent upon your providing legal proof of your identity and authorization to work in the United States. Your employment is also contingent upon your starting work with the Company on or before January 1, 2019.


Very truly yours,

Robinhood Markets Inc.

/s/ Baiju Prafulkumar Bhatt

By: Baiju Prafulkumar Bhatt Title: Co-President



I have read and accept this employment offer:

/s/ Gretchen Howard            

Signature of Employee

Dated: 11/16/2018