AMENDMENT TO EMPLOYMENT LETTER
Exhibit 10.31
AMENDMENT TO EMPLOYMENT LETTER
Xxxxxx
X. Xxxxxx (“Xxxxxx”) and LightPath Technologies, Inc.
(“LightPath”) (jointly “the Parties”),
hereby agree to amend the June 10, 2008, Employment Letter
(“Employment Letter”) as follows:
1.
The
Parties agree that these limited amendments do not affect any other
provision in the Employment Letter and do not act as a waiver of
any other right or obligation of the Parties in the Employment
Letter.
2.
LightPath and
Xxxxxx agree to the following amendment to Section 1 of the
Employment Letter, which will replace Section 1 in its
entirety:
As of
March 9, 2020, your position will change from President and Chief
Executive Officer to Consultant for LightPath. You shall have the
responsibilities and duties as directed by the Board of Directors
(“the Board”), and you will report directly to the
Board. As Consultant, pursuant to Section 2, you will have no
expectation of employment through June 30, 2020 as an at-will
employee. If employment continues through June 30, 2020, you
acknowledge and agree that your employment will terminate on June
30, 2020, unless otherwise extended in writing by the Chairman of
the Board.
3.
Assuming Xxxxxx
remains employed by LightPath until June 30, 2020, the Parties
acknowledge that Xxxxxx’x separation from employment on June
30, 2020, will be treated as a voluntary Retirement. For purposes
of the Employment Letter, Xxxxxx’x separation from employment
on June 30, 2020, qualifies as a Resignation pursuant to Section
5(c) of the Employment Letter and Xxxxxx acknowledges and agrees he
will not be entitled to any severance.
4.
XxxxxXxxx agrees
that Xxxxxx’x retirement at or near the end of the current
fiscal year will not cause a forfeiture of the 2020 annual
incentive bonus award. Any award earned based on actual
performance for the 2020 fiscal year shall be paid in full or
prorated, as determined by the Compensation Committee, without any
deduction therefrom other than routine tax and similar permitted
withholdings, at the same time as such award is paid to other
individuals still employed by LightPath. In addition the parties
agree Exhibit “A” attached hereto contains an itemized
list of all incentive stock options and restricted stock units
granted to Xxxxxx as of March 9, 2020.
5.
All of the benefits
and obligations set forth in Section 4 of the Employment Letter are
void as of March 9, 2020, and LightPath and Xxxxxx shall treat
Section 4 as if it was not included in the Employment Letter. This
amendment to the Employment Letter will not affect the numbering of
any other section therein.
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/s/ J. Xxxxx
Xxxxxx
Xxxxxx
X. Xxxxxx
Dated:
March 17, 2020
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LightPath
Technologies, Inc.
/s/ Xxxxxx
Xxxx
By: Xxx
Xxxx
Its:
Chairman of the Board
Dated:
March 13, 2020
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