Employment Offer Letter Agreement between U.S. Concrete, Inc. and Wallace H. Johnson
This agreement outlines the terms of employment for Wallace H. Johnson as Vice President of Marketing and Sales at U.S. Concrete, Inc., starting around November 22, 2004. It details his salary, bonus opportunities, stock awards, benefits, vacation, and relocation assistance. The agreement also covers severance and change of control provisions, including eligibility for severance pay and accelerated stock vesting if terminated without cause or after a company change of control. Employment is at-will, meaning either party can end the relationship at any time.
Exhibit 10.3
November 11, 2004
Personal and Confidential
Mr. Wallace H. Johnson
105 Claremont Dr.
Naperville, IL 60540
Dear Wally,
I am pleased to formalize this offer of employment. As we discussed, the terms and conditions of the offer are as follows:
| Start Date | On or about November 22, 2004 | |
| Position | Vice President – Marketing and Sales (reporting to the Chief Operating Officer) | |
| Base Salary | $175,000 payable on a semi-monthly basis. | |
| Annual Bonus | Your target and maximum bonus opportunities are 35% and 70%, respectively, of your annual base salary. The annual bonus is based on overall company and individual performance and is paid in the year after it is earned, subject to Board approval. You will be eligible to receive a prorated annual bonus for 2004. | |
| Restricted Stock | You will receive 25,000 shares of U.S. Concrete, Inc. restricted stock. The shares will vest in four equal installments over four years (6,250 shares vesting per year) on November 1 of 2005, 2006, 2007 and 2008. Future share awards will be consistent with awards granted similarly situated officers as approved by the Board of Directors. | |
| Benefits | You will be eligible to participate in all health and welfare benefit programs available to similarly situated U.S. Concrete team members. A copy of the summary plan descriptions for these programs will be sent to you shortly. Also, you will be eligible to participate in U.S. Concrete’s 401(k) and Employee Stock Purchase Plan. | |
| Vacation | Beginning on January 1, 2005 you will be eligible for four weeks of vacation. | |
| Relocation | We agree to reimburse you for the transport of your household goods (with a carrier approved in | |
| advance by U.S. Concrete), usual and customary closing costs on the sale of your current residence and the purchase of a new residence within one year of your start date, and usual and customary costs for: 1) 60 days of temporary living expenses; 2) a house hunting trip for you and your spouse; and 3) the final relocation trip. | ||
| Severance Pay | Should you be terminated involuntarily without cause, you will be eligible to receive a severance payment equal to your annual base pay, your annual target bonus and vesting of any restricted stock which vests on a time only basis. Receipt of severance pay in is contingent upon the signing of an agreement and release. | |
| Change of Control | Upon a change of control of U.S. Concrete (as defined for similarly situated corporate officers), any restricted stock which vests on a time only basis shall immediately vest. Should you be terminated involuntarily without cause within one year of a change of control, you will be eligible to receive a severance payment equal to your annual base pay and your annual target bonus. Receipt of severance pay is contingent upon the signing of an agreement and release. | |
As you are aware, federal law requires us to verify your eligibility for employment in the United States. We will review the customary I-9 documentation at your time of hire. Please be advised that nothing in this term sheet is intended to create any contract of employment. If you accept employment with U.S. Concrete, your employment will be on an at-will basis, which means that either you or U.S. Concrete may terminate the employment relationship at any time with or without notice and with or without cause.
Wally, we are extremely pleased to have the opportunity to work with an individual of your capability and reputation. Please acknowledge your acceptance of this offer by signing in the space below and returning the letter to me. If you have any questions, do not hesitate to give Gary Konnie or me a call.
| Sincerely, |
| /s/ Michael Harlan |
| Michael Harlan |
| Chief Operating Officer |
| U.S. Concrete, Inc. |
| Agreed and Accepted |
| /s/ Wallace H. Johnson |
| Date 11/11/04 |
