AMENDMENT NO. 1
This Amendment No. 1 (this Amendment) to the Employment Agreement (as defined below) is entered into as of June 9, 2020, by and between Teva Pharmaceutical Industries, Ltd., (the Company) and Kåre Schultz (Executive).
WHEREAS, the Company and the Executive are parties to that certain Employment Agreement, dated September 7, 2017 (the Employment Agreement), which details the terms of the Executives employment with the Company; and
WHEREAS, the Company and the Executive now wish to amend certain provisions of the Agreement and desire to memorialize such amendment to the Employment Agreement in this Amendment;
NOW, THEREFORE, in consideration of the covenants and agreements herein contained, the parties hereto hereby agree as follows:
1. Capitalized Terms. Capitalized terms that are not defined in this Amendment shall have the meanings ascribed thereto in the Employment Agreement.
2. Amendments to the Employment Agreement.
Section 1.1 of the Employment Agreement is hereby amended by replacing the phrase the fifth (5th) anniversary of the Effective Date with the sixth (6th) anniversary of the Effective Date.
Section 4.1.2 of the Employment Agreement is hereby amended by deleting the definition Performance Period from the last sentence of the first paragraph. The first paragraph of section 4.1.2 of the Employment Agreement will hereafter read as follows:
Sign-on PSU Award. Executive shall be granted two performance share unit (PSU) awards (each, a Sign-on PSU Award), the target number of Shares subject to each of which shall be determined assuming each Sign-on PSU Award grant were made on the last day prior to the public announcement of Executives hire (using the per Share closing price on that date) and each grant had a grant date fair value of $7,500,000 (Seven Million Five Hundred Thousand United States Dollars) (or $15,000,000 (Fifteen Million United States Dollars) in the aggregate). Each Sign-on PSU Award shall provide that the number of Shares earned thereunder shall be determined based on the percentage increase in the per Share price, beginning with the average per Share closing price on the Effective Date (or, if the Effective Date occurs on 1 February 2018 or earlier, the per Share closing price on the last day prior to the public announcement of Executives hire shall apply instead) (the Beginning Price) and ending with the average per Share