Increased Employee Mobility. Employee turnover at all organizational levels has become increasingly difficult to manage due to intense competition for the best talent, a greater willingness by employees to consider other opportunities, and broad access to job-related information over the Internet and other media. For example, according to the U.S. Bureau of Labor Statistics, voluntary employee turnover in the United States was approximately 25% in the twelve months ended December 2007. Employee turnover has not only tangible costs, such as those related to recruiting and training replacements, but also important organizational costs due to lost knowledge and skills, and performance drain

Contract Categories: Human Resources - Bonus & Incentive Agreements
EX-10.19 6 f38621exv10w19.htm EXHIBIT 10.19 exv10w19
 

Exhibit 10.19
June 27, 2006
Julian K Ong
Dear Julian:
     On behalf of Success Acquisition Corporation, dba SuccessFactors, Inc. (the “Company”), I am pleased to offer you employment with the Company on the terms set forth below.
  1.   Position. You will start in a position as VP, General Counsel, Secretary reporting to me, Lars Dalgaard, President and CEO. You will work out of our office located in San Mateo, CA. By signing this letter, you confirm with the company that you are under no contractual or other legal obligations that would prohibit you from performing your duties with the Company.
 
  2.   Compensation. You will be paid semi-monthly wages of $8,3333.33 which is equivalent to $200,000 on an annualized basis, less payroll deductions and all required withholdings. You will be paid your salary in accordance with the Company’s regular payroll policy. The Company may modify compensation from time to time as it deems necessary. You will be eligible for a 40% annual performance bonus upon reaching certain mutually established goals set by you and the Company.
 
  3.   Stock Option. We will recommend to the Board of Directors (the “Board”) of the Company that, at the next Board meeting after your commencement date, you be granted an incentive stock option (the “Option”) entitling you to purchase up to 200,000 (TWO HUNDRED THOUSAND) shares of Common Stock of the Company at the then current fair market value price as determined by the Board at that meeting. Subject to Board approval, The shares subject to the Option shall vest pursuant to a four-year vesting schedule, which shall provide that twenty-five percent (25%) of the shares subject to the Option shall become vested after you complete one year of continuous full time service with the Company, and one forty-eighth (1/48th) of the shares subject to the Option shall vest for each month of your continuous full time service thereafter. Your Option shall be subject to the terms and conditions of the Company’s Stock Option Plan and form of Stock Option Agreement which will be distributed after the Board approves your Option.
 
  4.   Benefits. You will also be entitled to receive the standard employee benefits made available by the Company to its employees of your same level to the full extent of your eligibility including, medical, dental and vision insurance, ten (10) days Paid Time Off (“PTO”) and two (2) floating holidays annually. During your employment, you shall be permitted, to the extent eligible, to participate in the Company’s Flexible Spending Account plan and 401(k) plan or any other similar benefit plan of the Company that is available to employees generally. Participation in any such plans shall be consistent with your rate of compensation to the extent that compensation is a determinative factor with respect to coverage under any such plan. Details about these benefits plans are available for your review. Company may modify compensation and benefits from time to time as it deems necessary.
 
  5.   Compliance with Company’s Policies and Procedures. As a Company employee, you will be expected to abide by the Company’s policies and procedures and acknowledge in writing that you have read and Company’s Employee Handbook. Your acceptance of this offer and commencement of employment with the Company is contingent upon the execution of the Company’s Proprietary Information and Inventions Agreement, a copy of which is enclosed for your review and execution prior to or on your Start Date.
 
  6.   Employment Relationship. 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
 /s/ JO Initials of Employee

 

 

      contrary verbal, written or implied representations which may have been made to you are superseded by this written offer. This is the full and complete agreement between you and the Company with respect to the subject matters herein. 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 the Company’s Chief Executive Officer.
 
  7.   Dispute Resolution Procedure. As a condition of employment with the Company, you will be required to sign and abide by the terms of the Company’s dispute resolution procedure, which is incorporated into this offer letter by reference and found in the Company’s Proprietary Information and Inventions Agreement.
 
  8.   Proof of Right to Work. For purposes of federal immigration law, you will be required to provide to the Company documentary evidence of your identity and eligibility for employment in the United States. Such documentation must be provided to us within three (3) business days of your date of hire, or our employment relationship with you may be terminated.
 
  9.   Change of Control. In the event of a change of control transaction described in sections 16.1(ii), 16.1(iii) or 16.1(iv) of the Company’s 2001 Stock Option Plan, (a “Change of Control” ), 50% of your then unvested shares (the “Accelerated Shares”) shall vest in equal monthly installments over the 12 months immediately after the consummation of the Change of Control. In addition, in the event of a Change of Control and you are involuntarily terminated without Cause (as defined in the Company’s 2001 Stock Option Plan) by SuccessFactors or a successor company within 12 months of a Change of Control or you terminate your employment with the Company or a successor company with 12 months of a Change of Control for. Good Reason (as defined below), then you will receive a full vesting of all then unvested Accelerated Shares as of your termination date. “Good Reason” means that you elect to terminate your employment within 30 days of the occurrence of one or more of the following events, provided you have also delivered written notice to the Company 10 days prior to your resignation: (a) the material reduction, without your consent, of the annual base salary you were paid at the time of the Change of Control; (b) the material diminution or reduction, without your consent, of your authority, duties or responsibilities within the SuccessFactors business; or (c) relocation of the Company’s office at which you work to a location that is more than 50 miles from its current location.
 
  10.   Exceptional Signing Bonus. To offset significant in the money exercise-able options, being vested in the next 3 months period SuccessFactors wants employee to give up current firm, company offers $75,000 signing bonus.
 /s/ JO Initials of Employee

 

 

     This letter, together with the Proprietary Information and Inventions Agreement, sets forth the terms of your employment with the Company and supersede any prior representations or agreements, whether written or oral. This letter may not be modified or amended except by a written agreement, signed by the Company and by you.
     We are all delighted to be able to extend you this offer and look forward to working with you. To indicate your acceptance of the Company’s offer, please sign and date this letter in the space provided below and return to Human Resources Director, Jennifer Boyd (via confidential fax ###-###-####), along with a signed and dated copy of the Proprietary Information and Inventions Agreement.
     This offer expires at the close of business, June 27, 2006. In addition, this offer may be contingent on the results of reference and/or background checks.
Very truly yours,
/s/ Lars Dalgaard          
Lars Dalgaard
President and CEO
SuccessFactors, Inc.
ACCEPTED AND AGREED:
Julian K Ong
     
/s/ Julian Ong
 
    
Signature
    
 
    
June 27, 2006
    
 
Date
   
 
    
August 1, 2006
    
 
Anticipated Start Date
   
Attachment: Proprietary Information and Inventions Agreement
 /s/ JO Initials of Employee