Exhibit 10.27
SPRING BANK PHARMACEUTICALS, INC.
RETENTION AND BONUS AWARD AGREEMENT
This Retention and Bonus Award Agreement (this “Agreement”) is made and entered into on September 9, 2020 (the “Effective Date”), between Spring Bank Pharmaceuticals, Inc. (the “Company”) and Garrett Winslow (“Employee”).
WHEREAS, Employee occupies a key position with the Company and in order to ensure the continued effective conduct of the Company’s business, the Company desires to assure itself of the continuous services of Employee;
WHEREAS, Employee is a party to an employment agreement with the Company dated November 30, 2016 (as amended, the “Employment Agreement”);
WHEREAS, on July 29, 2020, the Company entered into a Share Exchange Agreement with F-star Therapeutics Limited (“F-star”), pursuant to which the Company will acquire all of the issued and outstanding share capital of F-star, with F-star remaining as the surviving company (the “Transaction”); and
WHEREAS, the Company desires to offer Employee a retention bonus award in an amount equal to $15,000 upon the closing of the Transaction (the “Closing”).
NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties hereby agree as follows:
| 1. | Retention Award. In the event that the Employee remains continuously employed by the Company between the Effective Date and the Closing, then Employee shall be eligible to receive a retention award in the amount of $15,000 (the “Retention Award”). If the Closing does not occur by March 31, 2021, this Agreement shall terminate in full without any further liability to the Company. The Retention Award shall be paid in a single lump sum on or within thirty (30) days following the Closing. |
| 2. | Termination of Employment. Employee shall no longer be eligible for any portion of the Retention Award if Employee’s employment is terminated for any reason prior to the Closing; provided, however, that if the Company terminates Employee’s employment without Cause (as defined in the Employment Agreement) or Employee resigns from employment with Good Reason (as defined in the Employment Agreement) prior to the Closing, the Company shall pay Employee the Retention Award in a single lump sum on or within thirty (30) days following Employee’s termination of employment. |
| 3. | Exclusion for Analogous Retention Benefits; No Effect on Severance and Other Benefits. An employee who is eligible for retention payments or benefits under any analogous retention plan, policy or agreement with the Company shall not be eligible for or entitled to receive this Agreement or any payment or benefit hereunder. This Agreement, however, shall not affect Employee’s eligibility or entitlement to receive any benefits payable (i) to Employee under another severance or change of control plan, policy or agreement with the Company or (ii) to Employee under that certain Retention Award Agreement between Employee and the Company dated March 5, 2020. |
