VISHAY INTERTECHNOLOGY, INC. 63 LANCASTER AVENUE MALVERN, PENNSYLVANIA 19355
Exhibit 10.4
VISHAY INTERTECHNOLOGY, INC.
00 XXXXXXXXX XXXXXX
XXXXXXX, XXXXXXXXXXXX 19355
00 XXXXXXXXX XXXXXX
XXXXXXX, XXXXXXXXXXXX 19355
February 27, 2024
Xx. Xxx Xxxxxxxx
Re: |
Amendment to Employment Agreement
|
Dear Xxx:
Reference is made to that certain Employment Agreement entered into on July 14, 2022 and effective as of January 1, 2023 (the “Employment Agreement”). Effective as provided herein, the Employment Agreement is hereby amended as described below:
1.
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Effective as of January 1, 2024, Section 4.1 of the Employment Agreement is replaced in its entirety with the following:
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4.1 Base Salary. Vishay Siliconix shall pay
Executive a base salary of not less than $552,000 per year (as adjusted from time to time, the “Base Salary”). Such Base Salary will be reviewed annually by
the Compensation Committee and will be paid in accordance with Vishay Siliconix’s standard salary policies as they exist from time to time, subject to such deductions, if any, as are required by law or elected by Executive (for example, with
respect to 401(k) plan contributions).
2.
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Effective as of the date hereof, Section 4.2 of the Employment Agreement is replaced in its entirety with the following:
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4.2 Bonus. For each fiscal year ending
both during the Term and prior to the time that notice of termination is given by either party, Executive shall be eligible to earn an annual performance bonus (“Bonus”)
payable in cash, with a target opportunity at least equal to 100% of his Base Salary. The actual amount of Bonus payable to Executive shall be determined by the Compensation Committee, and shall be based upon the achievement of certain corporate
and/or individual performance goals to be established by the Compensation Committee in its sole discretion.
3.
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Effective as of January 1, 2024, Section 4.3 of the Employment Agreement is deleted in its entirety, and Section 4.4 (and all references thereto)
is hereby redesignated as “Section 4.3”.
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4.
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Effective as of the date hereof, Section 4.4(a) of the Employment Agreement is amended by the replacement of “January 1st” with the
“March 1st”.
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You expressly consent to such modification to the Employment Agreement and agree that such modification does not give you a basis to resign your employment
for Good Reason (as defined in the Employment Agreement).
This letter agreement shall constitute an amendment to the Employment Agreement, and except as otherwise set forth herein, all other terms and conditions
of the Employment Agreement remain unchanged.
This letter agreement may be executed in multiple counterparts, each of which shall be deemed an original agreement and all of which shall constitute one
and the same agreement. The counterparts of this letter agreement may be executed and delivered by facsimile or other electronic signature (including portable document format) by any of the parties and the receiving parties may rely on the receipt
of such document so executed and delivered electronically or by facsimile as if the original had been received.
To confirm your agreement with the foregoing, please countersign this letter agreement in the space below provided.
SILICONIX INCORPORATED
By: | /s/ Xxxxxxx X. X'Xxxxxxxx |
Name: Xxxxxxx X. X'Xxxxxxxx Title: Senior Vice President |
VISHAY INTERTECHNOLOGY, INC.
By: | /s/ Xxxxxxx X. X'Xxxxxxxx |
Name: Xxxxxxx X. X'Xxxxxxxx Title: Executive Vice President – Chief Administrative and Legal Officer |
Accepted and agreed:
/s/ Xxx Xxxxxxxx
DATE: February 27, 2024