Amendment to Employment Agreement Regarding Accelerated Vesting of LTI Awards between Tower Automotive Operations USA I, LLC and Nanette Dudek

Summary

This amendment updates the employment agreement between Nanette Dudek and Tower Automotive Operations USA I, LLC. It states that all outstanding long-term incentive (LTI) awards, including equity and performance awards, will immediately become fully vested if there is a change in control of the company. The definition of 'change in control' follows the company's 2010 Plan. All other terms of the original employment agreement remain unchanged.

EX-10.74 8 tv514427_ex10-74.htm EXHIBIT 10.74

 

Exhibit 10.74

 

  17672 N. Laurel Park Drive
  Suite 400 E
  Livonia, MI  48152

 

February 27, 2018

 

Nanette Dudek

17672 Laurel Park Drive N.

Livonia, MI 48152

 

Re: Amendment to Employment Agreement With Respect to Vesting of LTI Awards

 

Dear Nanette,

 

Reference is made to the Employment Agreement, dated as of February 1, 2017, between you and Tower Automotive Operations USA I, LLC (the “Employment Agreement”).

 

This is to confirm that, effective the date hereof, Section 4.6 of the Employment Agreement is hereby amended in its entirety, to read as follows:

 

“4.6           Accelerated Vesting of Equity and LTI Awards. Notwithstanding anything in the 2010 Plan or any award agreement issued thereunder to the contrary, all then outstanding awards granted to the Employee pursuant to the 2010 Plan, including equity-based awards, performance awards (payable in cash and/or stock) and awards granted prior to the Effective Date (the “2010 Plan Awards”), shall immediately become fully vested upon the consummation of a Change in Control (as defined below) (assuming, in the case of each performance award, target level performance for the entire performance period (without proration of the amount payable thereto). For purposes of this Agreement, “Change in Control” shall be defined as set forth in Section 2.6 of the 2010 Plan on the Effective Date of this Agreement.”

 

Except as provided by this letter, the provisions of the Employment Agreement shall remain in full force and effect.

 

Please acknowledge your agreement with the foregoing by countersigning this letter below and returning it to me.

 

Regards,  
   
/s/ James C. Gouin  
James C. Gouin  
Chief Executive Officer  
   
Acknowledged and agreed:  
   
/s/ Nanette Dudek  
Nanette Dudek  

 

Date: February 27, 2018