EXHIBIT 10.41
To: David L. White
September 29, 2003
PRIVATE AND CONFIDENTIAL
Dear David:
I am pleased to offer you a position, as an officer of the Company, of Senior
Vice President, Chief Financial Officer reporting to me.
In this position, you will have the broad functional responsibilities that
accompany the title of Sr. Vice President, CFO.
Asyst is pleased to offer you the following compensation package:
- - BASE SALARY: Your annual base salary will be $275,000 ($10,576.92 per pay
period - 26 pay periods per year) with a performance appraisal in
accordance with current company practice. Your date of hire would be
determined upon acceptance of this offer.
- - MANAGEMENT BONUS PLAN: Your target bonus is 50% of your annual base
salary. You will be eligible to participate in the Company's annual bonus
plan for the fiscal year ending March 31, 2004 at a prorated target of 50%
of your annual base salary. I will meet with you during the first few
weeks of your employment to agree on your individual objectives for
remainder of FY 2004. The bonus is payable in Company stock and/or cash,
as determined by the Compensation Committee, and the payout is expected in
June 2004, after the completion of FY04 year-end close and audit.
- - STOCK OPTIONS: You will receive an option to purchase 250,000 shares of
Company stock at the closing price of the stock on the NASDAQ on your date
of hire. The option will have a term of ten years, and the shares will
vest ratably on each of the first four anniversaries of the grant date
(i.e. 62,500 shares per year). However, the option, the vesting schedule
and the price per share of this option are subject to final approval by
the Board of Directors.
- - RESTRICTED STOCK: Provided that your date of hire is on or before October
13th, 2003, you will also receive a Restricted Stock Award of 5,000 shares
of Asyst Common at the par value of $.01 per share. These shares will vest
after twelve (12) months of continuous employment
- - CHANGE OF CONTROL AND INDEMNITY AGREEMENTS: As discussed, the Company will
enter into a Change of Control Agreement and our standard Indemnity
Agreement with you no later than November 15, 2003 consistent with our
Board Approved Policies and Practices.
Mr. David L. White
September 29, 2003
Page 2 of 2
- - CORE BENEFITS: Asyst offers a very competitive benefits package, which
would be effective as of your date of hire. A brief summary of those
benefits is attached for your review. Please note that if an employee
requests medical and dental coverage, the employee is required to pay
approximately 5% of the employee premium, and if covering dependents, the
employee is required to pay approximately 15% of the dependent premium.
Also, there is a 401K Plan available to employees interested in
tax-deferred income and investment options. It is understood that all
benefits are subject to change without notification.
In order to protect our mutual employment rights, employment with Asyst is "at
will". It is not for a specific term and can be terminated by you or by the
Company at any time for any reason, with or without cause. Any contrary
representations which may have been made or which may be made to you are
superseded by this offer.
This offer is conditioned upon execution by you of the enclosed Proprietary
Information Agreement. You also must be able to provide appropriate
identification establishing your right to work within the United States. This
offer is also contingent upon satisfactory background and reference checks. If
you accept this offer, the terms described in this letter shall be the terms of
your employment. Any additions or modifications of these terms would have to be
in writing and signed by you, Steve Schwartz, Chairman & CEO, and the Sr.
Director of Human Resources.
David, I am very optimistic that your contributions will play a significant part
in the long-term success of Asyst. I hope that this offer meets with your
expectations, and that your joining Asyst will provide you with personal,
professional and financial returns in line with our mutual growth and successes.
Sincerely yours,
/s/ Stephen S. Schwartz /s/ Dorothy Jones
- ----------------------- ------------------------------
Stephen S. Schwartz Dorothy Jones
Chairman & Chief Executive Officer Sr. Director, Human Resources
AGREED AND ACCEPTED:
/s/ David L. White Oct. 1, 2003
- ------------------------------------------ ------------------------
David L. White Date Start Date
EMPLOYMENT OFFER
APPROVAL PAGE
EMPLOYEE: David L. White
POSITION: Sr. Vice President, CFO
REQUISITION #: n/a JOB CODE: A200
REPORTS TO: Steve Schwartz
DATE OF HIRE: TBD
COMPENSATION:
SALARY: $275,000.00 annually ($10,576.92 per pay period)
STOCK OPTIONS: 250,000 (25% vest per year on annual grant date for 4
years)
RESTRICTED STOCK: 5000 Shares - vest after 12 months continuous employment
MBO: 50% of base salary, payable after the year-end close and
audit (Approximately June 2004)
APPROVALS:
Stephen Schwartz _____________________ DATE _____________
Stan Grubel _____________________ DATE _____________
Anthony Santelli _____________________ DATE _____________
Dorothy Jones _____________________ DATE _____________
Offer Prepared by: djones