This EMPLOYMENT AGREEMENT (the Agreement) is entered into as of December 5, 2019 (the Effective Date), by and between Shattuck Labs, Inc. (the Company) and Josiah C. Hornblower (Executive).
WHEREAS, the Company wishes to continue to employ Executive as the Chief Executive Officer of the Company and Executive wishes to continue to work as the Chief Executive Officer of the Company; and
WHEREAS, the Company and Executive wish to enter into this Agreement on the terms and conditions set forth below.
NOW, THEREFORE, it is hereby agreed as follows
1. Employment. The Company agrees to employ Executive, and Executive hereby accepts such employment, upon the terms and subject to the conditions set forth herein, for a period commencing on the Effective Date and ending on the date that this Agreement is terminated in accordance with Section 7 below (the Employment Term).
2. Position; Duties. During the Employment Term, Executive shall serve as the Chief Executive Officer of the Company. In such position, Executive shall report directly to the Companys Board of Directors (the Board) and shall have such duties and authority as are customary to such position and as otherwise determined from time to time by the Company. During the Employment Term, Executive agrees to devote Executives full time and reasonable best efforts to the performance of Executives duties to the Company. The foregoing shall not be construed to prohibit Executive from engaging in activities relating to serving on civic and charitable boards or committees, and managing personal investments, provided that such activities do not significantly interfere or conflict with the performance by Executive of Executives duties, responsibilities, or authorities hereunder.
3. Base Salary. During the Employment Term, the Company shall pay Executive an initial base salary at the annual rate of $325,000, payable in regular installments in accordance with the Companys usual payment practices. Executives base salary may be increased in the sole discretion of the Compensation Committee of the Board (the Committee). Executives annual base salary, as in effect from time to time, is hereinafter referred to as the Base Salary.
4. Incentive Compensation. During the Employment Term, Executive shall be eligible to receive an annual cash bonus based on performance objectives established by the Committee each year (the Annual Bonus). Executives target Annual Bonus amount will be the percentage of Base Salary designated as the target by the Committee, which amount shall be at least 30% of the Base Salary then in effect (the Target Annual Bonus). Notwithstanding the preceding, Executives Annual Bonus, if any, may be below (including zero), at, or above the target based upon the achievement of the performance objectives.