IMMERSION LETTERHEAD]
Exhibit 99.1
[IMMERSION LETTERHEAD]
November 25, 2008
Xxx Xxxxxx
000 Xxxxx Xxxxx Xxxxx
Xx Xxxxxxxxx, XX 00000
000 Xxxxx Xxxxx Xxxxx
Xx Xxxxxxxxx, XX 00000
RE: Employment with Immersion Corporation
Dear Xxx:
This offer supersedes the previous offer dated November 17, 2008.
Immersion Corporation (the “Company” or “Immersion”) is pleased to present this offer for the
position of Senior Vice President & General Manager, Immersion, Medical Line of Business, on the
terms set forth in this agreement, effective upon your acceptance by execution of a counterpart
copy of this letter where indicated below.
Reporting Duties and Responsibilities. In this position, you will report to the
Company’s President and CEO, Xxxxx Xxxxxxxxxx.
Salary and Benefits. Your initial base salary will be $245,000.00 annually, payable
in accordance with the Company’s customary payroll practice, which is bi-weekly. This offer
is for a full-time, salaried, exempt position. In addition, you will receive a sign on
bonus in the amount of $25,000.00 to be paid within your first week of employment. Should
you leave voluntarily within your first year of employment with Immersion, the sign on bonus
will be required to be repaid on a prorated basis. Your performance will be reviewed in
January 2010 during our Company’s focal review process, and annually thereafter, at which
time you may receive an annual merit increase.
Further, upon approval by the Company’s Board of Directors (the “Board”), you will be
eligible for a bonus in accordance with the Company’s 2009 Executive Incentive Plan of up to
60% of your salary. Details of the bonus plan will be communicated to you during the
implementation in January 2009.
Additionally, the company will offer you the following relocation assistance:
| § | Movement of household goods – tax grossed-up | ||
| § | Reimbursement of closing costs on the sale of your home (commission & related closing costs) and on the purchase of your new home in the Gaithersburg area. – tax grossed-up |
1
| § | Temporary housing up to 60 days – tax grossed-up | ||
| § | Two (2) house hunting trips for you and your spouse, up to two (2) nights a piece | ||
| § | A $15,000 discretionary move bonus to cover incidentals – tax grossed-up | ||
| § | This relocation program will expire on December 1, 2009; all or part is recoverable within the first year of the actual move date, if you leave Immersion. |
Stock Options. Subject to the approval of the Board, the Company will grant you an
option to purchase 175,000 shares of the Company’s Common Stock pursuant to the Company’s 2008
Employment Inducement Award Plan and standard stock option agreement in effect at that time. All
shares of stock subject to your option will have an exercise price equal to the fair market value
of the Company’s Common Stock at the date of grant. So long as you remain employed by the Company,
your option will become exercisable over a four-year period with 25% of the shares vesting at the
end of your first twelve months of service, and an additional 2.083% vesting at the end of each
month thereafter.
Change of Control Benefits. Subject to the approval of the Compensation Committee of
the Board, the Company will enter into the Retention and Ownership Change Event Agreement,
enclosed.
Confidential Information. As an employee of the Company, you will have access to
certain Company confidential information and you may during the course of your employment, develop
certain information or inventions that will be the property of the Company. To protect the
interest of the Company, you will need to sign the Company’s standard “Employee Inventions and
Confidentiality Agreement” as a condition of your employment. A copy of the agreement is attached
for your review. We wish to impress upon you that we do not wish you to bring with you any
confidential or proprietary material of any former employer or to violate any other obligation to
your former employers.
At-Will Employment. While we look forward to a long and profitable relationship,
should you decide to accept our offer, you will be an at-will employee of the Company, which means
the employment relationship can be terminated by either of us for any reason at any time. Any
statements or representations to the contrary (and indeed, any statements contradicting any
provision in this letter) are ineffective. Further, your participation in any stock option or
benefit program is not an assurance of continued employment for any particular period of time.
Authorization to Work. The Immigration Reform and Control Act of 1986 requires you,
within three business days of hire, to present documentation demonstrating that you have
authorization to work in the United States. Acceptable documentation is shown on the enclosed form
titled Employment Eligibility Verification (Form I-9). Please bring this form, along with the
appropriate documentation, to the new employee orientation on your first day of employment. If you
have questions about this requirement, which applies to U.S. citizens and non-U.S. citizens alike,
please contact our Human Resources department.
Term of Offer. This offer will remain open until close of business on November 25,
2008. If you decide to accept our offer, and we hope that you will, please sign the enclosed copy
of this letter in the space indicated and return it to me. Upon your signature below, this
agreement and the other agreements referenced herein will become our binding agreement with respect
to the subject matter of this letter (although the Retention and Ownership Change Event Agreement
and eligibility for the Company’s Executive Incentive Plan will only become effective as described
above), superseding in their entirety all other or prior agreements by you with the Company as to
the specific subjects addressed in this letter. This agreement will be binding upon and inure to
the benefit of our respective successors and assigns, and heirs, administrators and executors, will
be governed by California law, and may only be amended in a writing signed by you and an authorized
officer of the Company.
Start Date. This offer is made with the understanding that you will start employment
with Immersion on December 1, 2008. For purposes of this Agreement, the term “start date” shall
mean the day on which you commence employment with the Company.
We are excited and pleased to have you join the Immersion team in this exciting role and we
look forward to a mutually beneficial working relationship.
Sincerely,
/s/ Xxxxx Xxxxxxxxxx
President & CEO |
/s/ Xxxxxx Xxxxxxxxxx
Vice President, Human Resources |
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AGREED AND ACCEPTED |
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X /s/ Xxxxxx X. Xxxxxx
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November 26, 2008
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