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EXHIBIT 10.20
EMPLOYMENT AGREEMENT
THE PRINCETON REVIEW, INC.
This Employment Agreement is between Xxxxx Xxxxxxxxxxxxxx
("Xxxxxxxxxxxxxx") and The Princeton Review, Inc. ("TPR"), and is subject to the
current terms of the Executive Compensation Policy Statement, which is attached
as Exhibit A (the "Policy Statement"). Terms may be defined in The Princeton
Review Glossary. This Agreement supersedes any previous employment agreement.
1. Job Description: Xxxxxxxxxxxxxx shall serve as the Executive VP of the
Instruction & Guidance Division.
2. Compensation: TPR shall pay Xxxxxxxxxxxxxx $245,000 per year, increasing
annually by a minimum of 3%. He shall also receive a bonus of up to 35% of
base salary.
3. Stock Option Grant: In addition to the Deferred Stock described above, TPR
hereby grants Xxxxxxxxxxxxxx an option to purchase 120,000 shares of Series
B Common Stock at a $6.25 strike price, vesting evenly each quarter over
the next three years.
4. Term: This Agreement has an initial two-year term, which will automatically
be extended for additional two-year periods on each anniversary of the
effective date until (i) Xxxxxxxxxxxxxx voluntarily terminates employment
or (ii) TPR gives contrary written notice to Xxxxxxxxxxxxxx at least 6
months prior to the anniversary date.
5. Severance Payments and Benefits: If TPR terminates Xxxxxxxxxxxxxx'x
employment without cause under Section 4.1 of the Policy Statement or if
TPR does not renew the Agreement under Section 3.1 of the Policy Statement,
then, in addition to the payments provided under Section 5.1, but in lieu
of the payments provided under Section 5.3, TPR will pay Xxxxxxxxxxxxxx his
annual base salary for an additional twelve months following termination.
6. Spite: Remedies available to TPR under Section 2.4.2 shall not include
repayment of stock option appreciation.
Agreed to this April 10, 2000.
/s/ Xxxx Xxxxxxx /s/ Xxxxx Xxxxxxxxxxxxxx
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Xxxx Xxxxxxx Xxxxx Xxxxxxxxxxxxxx
Chief Executive Officer