any specific period of time. Either of you or the Company may choose to end the employment relationship at any time, for any reason, with or without notice. The descriptions of benefits and other compensation arrangements set forth herein are meant to be summary in form and may be subject to change. Other than the terms of this Offer Letter, the Company reserves the right to alter, supplement or rescind its employment procedures, benefits or policies (other than the employment at-will policy) at any time in its sole and absolute discretion and without notice.
2.Compensation.
a.Salary. Your initial base salary for this position will be at a rate of $385,000 on an annualized basis, paid in accordance with the Company’s normal payroll practices (the “Annual Salary”). Your base salary will be paid semi-monthly in equal installments and in accordance with the Company's payroll practices and procedures.
b.One-Time Signing Bonus. Provided that you commence employment with the Company by the Start Date and that you provide certain mutually agreed upon services prior to such date, the Company will provide you with a one-time signing bonus of $50,000 (the “Signing Bonus”). The Signing Bonus will be paid to you in a lump sum, less applicable taxes and withholdings, on the next regular payday following the Start Date. In the event that you voluntarily end your employment with the Company for any reason on or before the first anniversary of the Start Date, you agree to repay the Signing Bonus to the Company within thirty (30) days following the date of termination.
c.Annual Performance Bonus. You will also be eligible to receive an annual bonus with respect to each fiscal year of the Company during which you are employed, as provided for herein. The target bonus amount will be equal to 40% of your Annual Salary. The actual amount of any annual bonus, which may be less than, equal to, or greater than the target bonus, will be determined by the Company’s Board of Directors (the “Board”) or the Compensation Committee of the Board (the “Compensation Committee”) in its respective sole discretion based on the achievement of specific milestones or performance criteria established annually by the Board or the Compensation Committee. Bonuses are intended to help the Company retain valuable employees, and a bonus is not payable unless you are an employee of the Company on the date that such bonus is paid.
d.Equity; Stock Options. In addition to cash compensation, subject to approval by the Compensation Committee, the Company will grant to you an option to purchase 120,000 shares of the Company’s common stock. In accordance with our established policies and practices, we expect the option grant to be granted on, and have an exercise price equal to, the closing price of the Company’s common stock on the first market trading day of the month after your date of hire, with a vesting start date of the date of hire. This option will be subject to the terms and conditions of the Sigilon Therapeutics, Inc. 2020 Equity Incentive Plan and the form of stock option agreement related thereto, which will control in the event of a conflict with this letter agreement. This option will vest and become exercisable over four years based on your continued employment with the Company.