FIRST AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT AND RESTRICTED STOCK AGREEMENT
Exhibit 10.2
This FIRST AMENDMENT to AMENDED AND RESTATED EMPLOYMENT AGREEMENT and
RESTRICTED STOCK AGREEMENT (this “Amendment”), dated as of August 9, 2010, by and
between Equity One, Inc., a Maryland corporation (the “Company”), and Xxxxxxx X.
Xxxxx (the “Executive”).
W H E R E A S:
A. The Company and the Executive are the parties to that certain Amended and
Restated Employment Agreement and that certain Restricted Stock Agreement, each
dated as of September 5, 2006 (such agreements being collectively referred to herein
as the “Old Agreements”), each providing for, among other things, an award (the
“Award”) of 97,166 shares of restricted stock as long-term compensation to the
Executive.
B. On the date hereof, the Company and the Executive are entering into a new
Employment Agreement (the “New Agreement”), which shall be effective as of January
1, 2011.
C. In consideration of the execution of the New Agreement, the parties desire
to amend the vesting period of the Award as more particularly set forth herein.
NOW, THEREFORE, in consideration of the execution and delivery of the New
Agreement and other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties hereby agree as follows:
1. Amendments. The vesting schedule of the Award as provided in
Section 5(c)(i) of the old Amended and Restated Employment Agreement and Section
2(a) of the old Restricted Stock Agreement is hereby amended as follows:
| Number of Shares | Vesting Date | |
| 24,242 | December 31, 2007 |
|
| 24,292 | December 31, 2008 |
|
| 24,291 | December 31, 2009 |
|
| 14,170 | August 9, 2010 |
|
| 5,061 | December 31, 2012 |
|
| 5,060 | December 31, 2014 |
2. Effective Date. This Amendment shall be effective upon its
execution by the Company and the Executive.
3. Counterparts. This Amendment may be executed in counterparts and by
different parties hereto in separate counterparts, each of which, when so executed
and delivered, shall be deemed to be an original, and all of which, when taken
together, shall constitute one and the same instrument.
4. No Other Modification. Except as otherwise expressly modified by
the terms and provisions of this Amendment, each of the Old Agreements shall remain
in full force and effect and is hereby in all respects confirmed and ratified by the
parties hereto.
5. References to Agreement. From and after the effective date hereof,
each reference in either Old Agreement to “this Agreement,” “hereto,” “hereunder” or
words of like import, and all references to either Old Agreement in any and all
other agreements, instruments, documents, notes, certificates and other writings of
every kind and nature shall be deemed to mean such Old Agreement as modified and
amended by this Amendment.
[Signatures to follow]
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IN WITNESS WHEREOF, the Executive and the Company have executed this First Amendment to
Amended and Restated Employment Agreement and Restricted Stock Agreement as of the date first
written above.
| THE COMPANY: EQUITY ONE, INC., a Maryland corporation |
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| By: | /s/ Xxxxx Xxxxxxxx | |||
| Name: | Xxxxx Xxxxxxxx | |||
| Title: | Chair, Compensation Committee of the Board of Directors of Equity One, Inc. | |||
| EXECUTIVE: |
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| /s/ Xxxxxxx X. Xxxxx | ||||
| Xxxxxxx X. Xxxxx | ||||
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