Exhibit 10.8
NEVRO CORP.
CHANGE IN CONTROL SEVERANCE AGREEMENT
This Change in Control Severance Agreement (the “Agreement”) is made and entered into by and between Greg Siller (“Executive”) and Nevro Corp. (the “Company”). This Agreement is effective as of the latest date set forth by the signatures of the parties hereto below (the “Effective Date”).
R E C I T A L S
D. Unless otherwise defined herein, capitalized terms used in this Agreement are defined in Section 9 below.
The parties hereto agree as follows:
|||
-2-
|||
-3-
|||
The foregoing definition shall not be deemed to be inclusive of all the acts or omissions that the Company (or any parent or subsidiary or acquiror or successor) may consider as reasonable grounds for Executive’s dismissal or discharge.
-4-
|||
A transaction shall not constitute a Change in Control if its sole purpose is to change the state of the Company’s incorporation or to create a holding company that will be owned in substantially the same proportions by the persons who held the Company’s securities immediately before such transaction. Notwithstanding the foregoing, a “Change in Control” must also constitute a “change in control event,” as defined in Treasury Regulation §1.409A-3(i)(5).
-5-
|||
-6-
|||
-7-
|||
-8-
|||
(Signature page follows)
-9-
|||
IN WITNESS WHEREOF, each of the parties has executed this Agreement, in the case of the Company by its duly authorized officer, as of the day and year set forth below.
| NEVRO CORP. | |
|
By: |
/s/ Kashif Rashid |
|
Title: |
General Counsel |
|
Date: |
6/20/23 |
|
| |
|
| |
| EXECUTIVE | |
|
/s/ Gregory Siller | |
| Greg Siller | |
|
Date: |
6-20-2023 |
-10-
|||