Attached files
Exhibit
10.1
2603 Challenger Tech Ct., Suite 100, Orlando, FL 32826
407-382-4003
FAX 407-382-4007
November
12, 2020
Jim
Gaynor
1284 W
Langley Court
Lake
Mary, FL 32746-5004
Dear
Jim:
Based
on our conversations, I understand that you did not exercise
certain of your option awards prior to their expiration on
September 30, 2020. In consideration for your service and
contribution as LightPath Technologies, Inc.’s
(“LightPath,” “we,” “our,” or
“us”) Chief Executive Officer and a director of our
Board of Directors for more than 13 years, and all of your hard
work and efforts during that time, we have decided to pay you the
gross sum of $400,000.00 to be paid in three equal payments on the
following dates Monday, November 16, 2020, Friday, January 15,
2021, and Thursday, April 15, 2021 (the “Cash Award”).
The Cash Award is intended to partially compensate you for the loss
of your expired options. The payment of the Cash Award will be
treated as employment compensation, subject to payroll taxes and
regular individual income tax. The portion of the fiscal 2020
annual incentive bonus award that the Compensation Committee
determined that you are entitled to, in the amount of $43,000, will
also be paid on Monday, November 16, 2020.
The
payment of the Cash Award and the portion of your fiscal 2020
annual incentive bonus award are the only remaining payments we owe
to you. We also confirm that as of the date hereof, your option
award granted on November 15, 2018, exercisable for up to 6,092
shares of our Class A common stock at an exercise price of $2.10
per share, remains outstanding.
Further,
by signing below you are agreeing that in exchange for the Cash
Award and your fiscal 2020 annual incentive bonus award, you are
releasing and forever discharging LightPath, its subsidiaries,
affiliated companies, predecessors, successors, and assigns, as
well as its stockholders, directors, officers, administrators,
agents, employee benefit plans, and current and former employees of
all of the foregoing, personally and in their respective
capacities, and any other person or entity representing or
succeeding to any person or entity from any and all claims,
demands, rights, charges, actions, interests, debts, liabilities,
lost compensation, lost benefits, damages, costs, interest,
attorneys’ fees and expenses, or causes of action of whatever
type or nature, whether legal or equitable, whether in tort or in
contract, whether known or unknown to you that you may now have
against any of these parties, either individually, jointly, or
severally, based upon actions that have occurred from the beginning
of time to the date of this letter.
In
addition, this letter, and the payment of the Cash Award, will not
otherwise amend or modify the agreements set forth in the Amendment
to Employment Letter dated March 13, 2020, and your Employment
Letter dated June 10, 2008.
Please
indicate your acceptance of this offer by signing below and
returning one copy of the letter, with your signature, to me no
later than November 15, 2020. This signed letter can be scanned as
a PDF and emailed to me at bobripp7@gmail.com.
If you
have any questions concerning any of the foregoing, please do not
hesitate to contact me. In addition, if you have any questions
regarding any of your already outstanding equity awards, please
reach out to us so that we can be sure to provide you with any
pertinent dates or other information. I hope you are enjoying your
retirement.
Sincerely,
/s/
Robert Ripp
Robert
Ripp
Chairman
of the Board
LightPath
Technologies, Inc.
ACCEPTED
AND AGREED:
By:
_/s/ J. James
Gaynor_
Date:
_November 13,
2020_