AMENDMENT NO. 1
TO EMPLOYMENT AGREEMENT
This AMENDMENT NO. 1 (the Amendment) is entered into as of this 27th day of March, 2020 by and between Shattuck Labs, Inc. (the Company) and Josiah C. Hornblower (the Executive) and amends that certain Employment Agreement dated as of December 5, 2019 (the Agreement) between the Company and the Executive.
WHEREAS, the Company currently employs the Executive pursuant to the terms of the Agreement;
WHEREAS, Section 11(c) of the Agreement provides that the Agreement may be amended by a written instrument signed by the Executive and the Company; and
WHEREAS, the Executive and the Company wish to amend and modify certain provisions in the Agreement as provided herein, while leaving unchanged all other provisions of the Agreement.
NOW, THEREFORE, in consideration of the mutual covenants set forth in this Amendment, the Company and the Executive hereby agree as follows:
1. Effective as of January 29, 2020, Section 2 of the Agreement is hereby amended and restated in its entirety to read as follows:
2. Position; Duties. During the Employment Term, Executive shall serve as the Executive Chairman 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 Board. 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.
2. The Executive hereby expressly waives any right to claim Good Reason (as defined in Section 7(a)(i) of the Agreement) by virtue of his change in title pursuant to this Amendment and any resulting change in his duties and responsibilities.
3. In consideration of his continued employment pursuant to the terms of the Agreement as amended hereby, the Executive, on behalf of himself and his heirs, executors, successors, and assigns, hereby releases and discharges the Company and its affiliates, and their respective agents, employees, representatives, officers, directors (individually and collectively), partners and the successors and assigns of any of them (collectively referred to as the Released Parties) from, and hereby waives, any claim, counterclaim or other action, whether known or unknown, against