[Certain information has been excluded from this exhibit because it both (i) is not material and
(ii) is the type of information that the Company treats as confidential.]
Exhibit 10.1
![LOGO](https://capedge.com/proxy/8-K/0001193125-24-217667/g866262dsp6.jpg)
September 11, 2024
Troy Anderson
20300 Center Brook Square
Potomac Falls, VA 20165
Dear Troy,
Congratulations, and welcome to Kelly. We take pride in connecting people to work in ways that enrich their lives – and change the lives of others.
We are delighted to offer you the role of Executive Vice President and Chief Financial Officer. Your impressive background in financial leadership, coupled with your record of driving financial growth and operational efficiency, make you an ideal fit for Kelly. We are excited about the prospect of you joining our Senior Leadership Team and contributing to our ongoing success and future growth. Your target start date will be October 14, 2024, and you will report directly to me. You will be verbally notified of any change(s) to your target start date.
Compensation
Your annual salary will be $650,000, which will be paid in bi-weekly increments. Your salary will be reviewed periodically as part of the Company’s compensation review process and is subject to approval by the Compensation Committee of Kelly Services Inc. Board of Directors (Compensation Committee).
You will participate in the Company’s Short-Term Incentive Plan (STIP) with a target opportunity of 85% of earned annual salary. For 2024, your STIP award will be prorated based on your start date. A copy of the STIP plan document will be provided to you.
Beginning with the 2025 grant, you will be eligible for consideration to receive awards under the Company’s Long-Term Incentives (LTI), as granted and approved by the Compensation Committee. The current LTI design is a mix of Performance Shares (60%) and Restricted Stock (40%), at grant levels as determined annually by the Compensation Committee. Anticipated target award opportunity for this position is 150% of annual salary. Earned performance shares may range from 0% to 200% of the target award, based upon the achievement of LTI goals. LTI awards are governed by the terms of the Kelly Services, Inc. Equity Incentive Plan (EIP), a copy of which is enclosed in this packet. You will receive further details about the Long-Term Incentives at the time of the 2025 grant.
Sign-on Compensation
Cash Award
After you begin your active employment with Kelly Services, Inc., you will receive a cash sign-on payment of $750,000. This amount will be paid to you in the next available payroll following your hire date. Cash payments are subject to payback if you voluntarily terminate your employment or are involuntarily terminated for cause (as defined in Kelly’s Senior Executive Severance Plan) within two years of your initial employment date. A payback agreement will be provided for your signature prior to your hire date.