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Zebra Technologies Corp – ‘10-Q’ for 4/3/10 – EX-10.11

On:  Thursday, 5/6/10, at 2:15pm ET   ·   For:  4/3/10   ·   Accession #:  1193125-10-110577   ·   File #:  0-19406

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 5/06/10  Zebra Technologies Corp           10-Q        4/03/10   17:1.4M                                   RR Donnelley/FA

Quarterly Report   —   Form 10-Q
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML    525K 
 2: EX-3.(II)   Amended and Restated By-Laws                        HTML     72K 
 3: EX-10.1     Form of Indemnification Agreement                   HTML     93K 
12: EX-10.10    Amended and Restated Employment Agreement           HTML     79K 
13: EX-10.11    Letter Agreement                                    HTML     21K 
 4: EX-10.2     Form of 2010 Time-Vested Stock Appreciation Rights  HTML     70K 
                          Agreement for Employees                                
 5: EX-10.3     Form of 2010 Time-Vested Restricted Stock           HTML     57K 
                          Agreement for Employees                                
 6: EX-10.4     Form of 2010 Performance-Based Restricted Stock     HTML     70K 
                          Agreement                                              
 7: EX-10.5     Form of 2010 Time-Vested Stock Appreciation Rights  HTML     66K 
                          Agreement                                              
 8: EX-10.6     Form of 2010 Time-Vested Restricted Stock           HTML     50K 
                          Agreement                                              
 9: EX-10.7     Form of 2010 Performance-Based Restricted Stock     HTML     60K 
                          Agreement                                              
10: EX-10.8     Form of 2010 Time-Vested Stock Appreciation Rights  HTML     61K 
                          Agreement                                              
11: EX-10.9     Form of 2009 Time-Vested Stock Appreciation Rights  HTML     65K 
                          Agreement                                              
14: EX-31.1     Rule 13A-14(A)/15D-14(A) Certification              HTML     14K 
15: EX-31.2     Rule 13A-14(A)/15D-14(A) Certification              HTML     14K 
16: EX-32.1     Certification Pursuant to 18 U.S.C. Section 1350    HTML     11K 
17: EX-32.2     Certification Pursuant to 18 U.S.C. Section 1350    HTML     11K 


EX-10.11   —   Letter Agreement


This exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



  Letter Agreement  
  Exhibit 10.11

LOGO

May 6, 2010

Mr. Anders Gustafsson

Chief Executive Officer

Zebra Technologies Corporation

475 Half Day Road, Suite 500

Lincolnshire, IL 60061

 

Re: Stock Option Agreement dated April 24, 2008, Stock Appreciation Rights Agreement dated May 7, 2009 and Restricted Stock Agreement dated May 7, 2009

Dear Anders:

Reference is hereby made to your Non-Qualified Stock Option Agreement dated as of April 24, 2008 (the “Option Agreement”), your Stock Appreciation Rights Agreement dated as of May 7, 2009 (the “SAR Agreement”), and your Restricted Stock Agreement dated as of May 7, 2009 (the “Restricted Stock Agreement”). This letter agreement amends the Option Agreement, the SAR Agreement and the Restricted Stock Agreement as follows:

 

1. The proviso at the end of Section 2(a) of the Option Agreement is hereby deleted in its entirety and replaced with the following:

“provided, however, except as otherwise provided for under this Option Agreement or the Employment Agreement between the Company and the Participant effective as of September 4, 2007, as amended (the “Employment Agreement”), the Participant must remain employed by the Company or any Subsidiary continuously through the applicable vesting dates.”

 

2. The last sentence of Section 2(d) of the Option Agreement is hereby deleted in its entirety and replaced with the following:

“‘Cause’ shall have the meaning assigned to it in the Participant’s Employment Agreement.”

 

3. Section 2(e) of the Option Agreement is hereby amended by adding the clause “vesting of the Participant’s Option Shares shall be governed by the Employment Agreement and” immediately prior to the clause “any unexercised, vested Option Shares as of the date of Participant’s termination of employment shall remain exercisable until the earlier of:”

 

4. The proviso at the end of Section 2(a) of the SAR Agreement is hereby deleted in its entirety and replaced with the following:

“provided, however, except as otherwise provided for under this SAR Agreement or the Employment Agreement between the Company and the Participant effective as of September 4, 2007, as amended (the “Employment Agreement”), the Participant must remain employed by the Company or any Subsidiary continuously through the applicable vesting dates.”

 

Confidential         Section 5 – Compensation Committee April 2010 – CEO Employment Agreement

LOGO


Mr. Anders Gustafsson

May 6, 2010

Page 2

 

5. The last sentence of Section 2(d) of the SAR Agreement is hereby deleted in its entirety and replaced with the following:

“‘Cause’ shall have the meaning assigned to it in the Participant’s Employment Agreement.”

 

6. Section 2(e) of the SAR Agreement is hereby amended by adding the clause “vesting of the SAR shall be governed by the Employment Agreement and” immediately prior to the clause “the unexercised vested portion of the SAR as of the date of such Participant’s termination of employment shall remain exercisable until the earliest of:”

 

7. The last sentence of Section 2(a) of the Restricted Stock Agreement is hereby deleted in its entirety and replaced with the following:

“The Period of Restriction with respect to the Restricted Stock shall begin on the Grant Date and shall end on the third anniversary of the Grant Date; provided, however, except as otherwise provided for under this Stock Agreement or the Employment Agreement between the Company and the Participant effective as of September 4, 2007, as amended (the “Employment Agreement”), the Participant must remain employed by the Company or any Subsidiary continuously through the Period of Restriction.”

 

8. The last sentence of Section 2(b)(i) of the Restricted Stock Agreement is hereby deleted in its entirety and replaced with the following:

“‘Good Reason’ shall have the meaning assigned to it in the Participant’s Employment Agreement.”

 

9. The last sentence of Section 2(b)(ii) of the Restricted Stock Agreement is hereby deleted in its entirety and replaced with the following:

“‘Cause’ shall have the meaning assigned to it in the Participant’s Employment Agreement.”

 

10. Defined terms not otherwise defined in this Letter Agreement shall have the meanings set forth in the Option Agreement, SAR Agreement or Restricted Stock Agreement, as applicable.

 

Confidential         Section 5 – Compensation Committee April 2010 – CEO Employment Agreement

LOGO


Mr. Anders Gustafsson

May 6, 2010

Page 3

 

11. All other provisions of the Option Agreement, SAR Agreement and Restricted Stock Agreement shall remain unchanged.

 

Very truly yours,
/s/ Joanne Townsend
Joanne Townsend
Vice President, Human Resources
Acknowledged and Agreed:
/s/ Anders Gustafsson
Anders Gustafsson
Date:   May 6, 2010

 

Confidential         Section 5 – Compensation Committee April 2010 – CEO Employment Agreement

LOGO


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-Q’ Filing    Date    Other Filings
Filed on:5/6/104,  4/A
For Period End:4/3/10
5/7/094,  8-K,  8-K/A
4/24/084,  8-K
9/4/073,  4,  8-K
 List all Filings 


4 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/15/24  Zebra Technologies Corp.          10-K       12/31/23  123:14M
 2/16/23  Zebra Technologies Corp.          10-K       12/31/22  118:13M
 2/10/22  Zebra Technologies Corp.          10-K       12/31/21  119:17M
 2/11/21  Zebra Technologies Corp.          10-K       12/31/20  128:42M
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Filing Submission 0001193125-10-110577   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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