Offer Letter to William Matthew Brown, dated August 7, 2012

 

Senior Vice-President and Chief Financial Officer.

 

 

Your target bonus as a percentage of annual base pay is 40%.  Under the terms and condition of the U.S. Concrete Salaried Team Member Annual Incentive Plan, the payout of any bonus is subject to Board approval, and payable in the calendar year after it is earned.

 

For 2012, your target bonus amount, pro-rated by your length of service, will be guaranteed and payable on the same date applicable to the payout of the annual bonus to other executives of the Company.

 

For 2013, 50% of your target bonus amount will be guaranteed and payable on the same date applicable to the payout of the annual bonus to other executives of the Company.

 

Within 30 days of your start date, you will receive a lump-sum cash bonus in the gross amount of $25,000.  However, if you voluntarily terminate prior to one year from your start date, you agree to reimburse the Company on a prorated basis for the sign-on bonus.

 

Effective on your start date you will be granted 30,000 restricted shares of U.S. Concrete, Inc. Common Stock.  Sixty-percent (60%) of such shares will vest over three (3) years in equal annual installments from the date of the grant.  Forty-percent (40%) of the number of shares granted will time- and performance-vest in equal portions.  Fifty-percent (50%), or half, of the time and performance-vested shares will be vested should the share price attain a market-closing share price of $10.00/share for ten consecutive business days within three (3) years from the date of the grant.  The other half of the time- and performance-vested shares will vest should the share price attain a market-closing share price of $ 14.00/share within three (3) years from the date of the grant.  The proportion of shares subject to be vested over time, and the proportion of shares subject to both time and performance vesting, are the same proportions, time, and performance levels applicable to other similarly situated  executives.

 

You will be eligible for two weeks of vacation for the remainder of 2012, and four weeks of vacation annually.

 

You will be eligible to participate in all health and welfare benefit plans available to similarly situated U. S. Concrete executives.  A summary of these plans are attached.  Note that this includes a 401(k) plan with a Company match of 50% of the first 5%, Life Insurance (1 x base pay) and Short-Term Disability benefits paid for by the Company, as well as Accidental Death & Dismemberment (AD&D) and Long-Term Disability (LTD).

 

In order to assist you with your transition to the Dallas area, the Company, through SIRVA Relocation, agrees to provide executive relocation benefits to you, including (i) the reimbursement of usual and customary selling and closing cost(s) associated with the sale of your current primary residence and the purchase of a new primary residence in the Dallas area, (ii) the physical move of your household goods, (iii) the payment of the appraisal fee performed for your house in Birmingham, and (iv) the difference between the  Fair Market Value (FMV) of your primary residence (determined by appraisal) and a subsequent lower sale price, not to exceed 15% of the FMV of your primary residence, paid subsequent to the close of the sale.

 

The Company will also reimburse you for the costs associated with your initial house-hunting trip to Dallas (airfare, hotel and car rental), and provide you with a $65,000 lump-sum gross cash amount to reimburse you for expenses associated with additional house-hunting trips you may elect to take, temporary living expenses, and other incidental expenses incurred as part of your final move and relocation.

 

 

William J. Sandbrook

 

President and Chief Executive Officer

 

U.S. Concrete, Inc.

Date: August 7, 2012