ContractTransaction Bonus Agreement • March 30th, 2011 • LifeCare Holdings, Inc. • Services-nursing & personal care facilities • Texas
AMENDED AND RESTATED TRANSACTION BONUS AGREEMENT (this “Agreement”) made and entered into in Plano, Texas, by and between LCI Holding Company, Inc. (the “Company”), a Delaware corporation, LifeCare Holdings, Inc., a Delaware corporation (the “Principal Subsidiary”) with its principal place of business at 5340 Legacy Drive, Suite 150, Plano, TX 75024, and Phillip B. Douglas, of Plano, Texas 75024 (the “Employee”), effective as of the 3rd day of March, 2011, amending and restating in its entirety that certain Transaction Bonus Agreement, effective as of April 15, 2008, by and between the Company, the Principal Subsidiary and the Employee (the “Original Agreement”).
Name of Employee: Phillip B. DouglasLifeCare Holdings, Inc. • March 30th, 2011 • Services-nursing & personal care facilities
The undersigned acknowledges receipt of a copy of the LCI Holding Company, Inc. 2005 Equity Incentive Plan (the “Plan”). Pursuant to the Plan and in consideration of services that the undersigned has rendered, LCI Holding Company, Inc. (the “Company”) hereby awards (the “Award”) the undersigned 100,000 shares of common stock, $.01 par value per share (the “Stock”) as of March 3, 2011 (the “date of grant”), of the Company, subject to certain conditions set forth below and in the Plan. All terms used in this Agreement shall have the same meaning as in the Plan, except as otherwise expressly provided. The term “vest” as used in this Agreement means the lapsing of the restrictions that are described in this Agreement and in the Plan with respect to shares of Stock that are the subject of the Award.
NON-QUALIFIED STOCK OPTION AGREEMENT OFNon-Qualified Stock Option Agreement • March 30th, 2011 • LifeCare Holdings, Inc. • Services-nursing & personal care facilities • Delaware
THIS AGREEMENT (the “Agreement”), dated March 3, 2011 is made by and among LCI Holding Company, Inc., a Delaware corporation (the “Company”), and Phillip B. Douglas, an employee or director of the Company (or one of its Subsidiaries, as defined herein), hereinafter referred to as the “Optionee.”
AMENDMENT NO. 2 TO AGREEMENTAgreement • March 30th, 2011 • LifeCare Holdings, Inc. • Services-nursing & personal care facilities • Texas
This Amendment No. 2 to Agreement, effective as of March 3, 2011 (the “Amendment”), between LCI Holding Company, Inc., a Delaware corporation (the “Company”), LifeCare Holdings, Inc., a Delaware corporation with its principal place of business at 5340 Legacy Drive, Suite 150, Plano, TX 75024 (the “Principal Subsidiary”), and Phillip B. Douglas, of Plano, Texas (the “Executive”), amends the Agreement between the parties dated as of January 30, 2006 and amended effective as of April 15, 2008 (the “Amended Employment Agreement”). Capitalized terms used but not defined herein shall have the meanings set forth in the Amended Employment Agreement.
March 17, 2011LifeCare Holdings, Inc. • March 30th, 2011 • Services-nursing & personal care facilities
As we have discussed, you have retired from your employment with LCI Holding Company, Inc. and LifeCare Holdings, Inc. (together, the “Company”) as Chairman and Chief Executive Officer, effective as of March 3, 2011 (such date, the “Retirement Date,” and this letter agreement, the “Agreement”). Reference is made to the Agreement between you and the Company, dated as of January 14, 2008 and amended as of April 15, 2008 (the “Employment Agreement”). All capitalized terms used in this Agreement will have the meaning ascribed to them in the Employment Agreement unless otherwise expressly provided herein. For purposes of the Employment Agreement, your retirement will be treated as a termination by you other than for Good Reason. The purpose of this letter is to confirm the agreement between you and the Company concerning your retirement, as follows:
