Exhibit 10.27
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT (the " Agreement" ), made this 10 th day of November, 2006, is by and among Steve Lubischer (" Employee" ), Alphatec Spine, Inc., a California corporation (the " Company" ), and Alphatec Holdings, Inc., a Delaware corporation (" Parent" ). 1. Commencement Date . Employee' s employment with the Company pursuant to the terms of this Agreement shall commence on November 30, 2006 (the " Commencement Date" ).
2. At-Will Employment . The parties to this Agreement agree and acknowledge that the Employee' s employment pursuant to this Agreement shall be considered at will. Either party may terminate this Agreement at any time, with or without Cause (as defined below) pursuant to the terms of this Agreement. 3. Title; Capacity; Office . The Company shall employ Employee, and Employee agrees to work for the Company as its Vice President, Sales. Employee shall perform the duties and responsibilities inherent in the position in which Employee serves and such other duties and responsibilities as the Senior Vice President, Sales and Marketing (or his or her designee(s)) shall from time to time reasonably assign to Employee.
4. Compensation and Benefits . While employed by the Company, Employee shall be entitled to the following (it being agreed, for the avoidance of doubt, that, except as explicitly provided in this Agreement, bonuses or any other amounts payable on the happening of any specified event will not be payable if the Employee is not employed by the Company upon the happening of such event):
4.1 Salary . The Company shall pay Employee an annual base salary of $275,000, less applicable payroll withholdings, payable in accordance with the Company' s customary payroll practices, with salary increases, if any, to be determined by the President and Chief Executive Officer on an annual basis beginning January 1, 2008.
4.2 Incentive Bonus . From the Commencement date until January 1, 2008, Employee will be eligible to receive a cash performance bonus each fiscal year, payable in accordance with the Company' s incentive bonus policy in an amount of up to 50% of the base salary received by Employee for such fiscal year. After January 1, 2008 the bonus percentage shall be established by the President and Chief Executive Officer.
4.3 Fringe Benefits and Reimbursement of Expenses . Employee will be entitled to participate in all benefit programs that the Company establishes and makes available to employees with a comparable level of employment with the Company. Employee will also be entitled to take fully paid vacation in accordance with Company policy, which shall be not less than three weeks per calendar year, and will accrue in accordance with the Company' s vacation policy. Employee shall be entitled to reimbursement for reasonable expenses incurred or paid by Employee in connection with, or related to the performance of, Employee' s duties,
responsibilities or services under this Agreement. All such reimbursement shall be pursuant to and in accordance with the Company' s travel and expense reimbursement policy.
4.4 Equity .
(a) Employee acknowledges and agrees that all grants of equity to the Employee (excluding any shares held as a result of such shares being purchased in a private placement) pursuant to any agreement, written or otherwise, as of the date of this Agreement are as follows: (i) Restricted Stock Grant of 10,000 shares of Series A-1 Common Stock issued August 12, 2005; and (ii) Restricted Stock Grant of 2,000 shares of Series A-1 Common Stock issued September 26, 2005 (collectively, the " Restricted Shares" ).
(b) Following the execution of this Agreement and upon the approval of the Parent' s board of directors, Employee shall be granted options to purchase 7,160 shares of the common stock of Parent (the " Options" ), which Options shall have an exercise price equal to the closing price of Parent' s common stock on the trading day prior to issuance. The Options shall vest over a five-year period in equal amounts beginning on the first anniversary of the date of issuance, and shall vest immediately upon a Change in Control (as defined in the Plan referenced below). The Options shall be subject, in all respects, to (i) the Parent' s Amended and Restated 2005 Employee, Director and Consultant Stock Plan (the " Plan" ), (ii) an Incentive Stock Option Agreement to be entered into by the Parent and the Employee, and (iii) the Stockholders' Agreement dated as of March 17, 2005 between the Parent and its stockholders, to which the Employee hereby agrees to be subject. 5. Termination of for Cause . This Agreement may be terminated by the Company for Cause upon the occurrence of any of the following (each of which shall constitute "Cause"): (i) Employee being convicted of a felony; (ii) Employee committing any act of fraud or dishonesty resulting or intended to result directly or indirectly in personal enrichment at the expense of the Company; (iii) failure or refusal by Employee to follow policies or directives reasonably established by the President and Chief Executive Officer or his or her designee(s) that goes uncorrected for a period of thirty (30) consecutive days after written notice has been provided to Employee; (iv) a material breach of this Agreement that goes uncorrected for a period of thirty (30) consecutive days after written notice has been provided to Employee; (v) any gross or willful misconduct or gross negligence by Employee in the performance of Employee' s duties; (vi) egregious conduct by Employee that brings Company or any of its subsidiaries or affiliates into public disgrace or disrepute; or (vii) a material violation of the Company' s Code of Conduct.
6. Effect of Termination for Cause or at the Election of Employee . In the event that Employee' s employment is terminated (i) for Cause pursuant to Secti ...
*End of Preview*
Click the 'Add to Cart' button to download the complete and formatted agreement.