Exhibit 10.1
SEPARATION AND TRANSITION AGREEMENT
This Separation and Transition Agreement (this “Agreement”) is by and among Shannon Drake (the “Executive”), Aveanna Healthcare LLC (f/k/a BCPE Eagle Buyer LLC) (the “Subsidiary”) and Aveanna Healthcare Holdings Inc., a Delaware corporation (“Holdings,” and together with the Subsidiary, collectively, the “Company”). The Subsidiary, Holdings and the Executive are sometimes referred to individually herein as a “Party” and collectively as the “Parties.”
WHEREAS, the Executive is currently employed as the Chief Legal Officer of the Company (the “CLO”) pursuant to that certain Employment Agreement, by and between the Executive and the Subsidiary, dated as of May 26, 2017, as amended pursuant to that certain Amendment to Employment Agreement, by and between the Executive and the Subsidiary dated March 16, 2020 (collectively, the “Employment Agreement”);
WHEREAS, capitalized terms used but not otherwise defined herein shall have the meaning ascribed thereto in the Employment Agreement;
WHEREAS, the Parties have agreed that Executive’s employment with the Company will terminate on March 31, 2024 (the “Separation Date’); and
WHEREAS, the Parties wish to document the terms and conditions of the Executive’s transition out of, and separation from, the Executive’s employment with the Company.
NOW, THEREFORE, for the promises and covenants set forth herein and for such other good and valuable consideration, the receipt of which is hereby acknowledged, the Executive, the Subsidiary and Holdings enter into this Agreement on the following terms and conditions:
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[Signature Page Follows]
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IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the date set forth below.
AVEANNA HEALTHCARE HOLDINGS INC.
By: /s/ Ed Reisz
Name: Ed Reisz
Title: Chief Administrative Officer
Dated: January 15, 2024
AVEANNA HEALTHCARE LLC
By:
Name:
Title:
Dated:
EXECUTIVE
/s/ Shannon Drake
Shannon Drake
Dated: January 15, 2024
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EXHIBIT A
The chart below is subject to the terms of the Separation and Transition Agreement that this Exhibit A is appended (the “Agreement”).
Grant Year | Equity Award | Outstanding as of 3/31/2024 |
2017 | Options (Time-Based) | 141,974 All vested as of 3/31/2024 |
2017 | Options (Performance-Based) | 141,974 All unvested as of 3/31/2024 |
2020 | Options (Time-Based) | 51,250 60% vested as of 3/31/24 (30,750) |
2020 | Options (Performance-Based) | 51,250 All unvested as of 3/31/2024 |
2021 | RSUs | 125,000 All unvested as of 3/31/24 Subject to the terms of Section 2(b) of the Agreement, one-half of the RSUs will continue to vest in accordance with their terms and all other remaining unvested RSUs will be forfeited for no consideration on the Separation Date |
2022 | RSUs | 60,852 All unvested as of 3/31/24 Subject to the terms of Section 2(b) of the Agreement, one-half of the RSUs will continue to vest in accordance with their terms and all other remaining unvested RSUs will be forfeited for no consideration on the Separation Date |
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Grant Year | Equity Award | Outstanding as of 3/31/2024 |
2022 | PSUs | 60,852 All unvested as of 3/31/2024 Subject to the terms of Section 2(b) of the Agreement, all PSUs will be forfeited for no consideration on the Separation Date
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2023 | RSUs | 187,500 All unvested as of 3/31/24 Subject to the terms of Section 2(b) of the Agreement, one-half of the RSUs will continue to vest in accordance with their terms and all other remaining unvested RSUs will be forfeited for no consideration on the Separation Date |
2022 | PSUs | 187,500 All unvested as of 3/31/2024 Subject to the terms of Section 2(b) of the Agreement, all PSUs will be forfeited for no consideration on the Separation Date
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EXHIBIT B
RELEASE AGREEMENT
[attached hereto]
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RELEASE AGREEMENT
This Release Agreement (this “Release Agreement”) is entered into by and among. Shannon Drake (“Executive”), Aveanna Healthcare LLC (f/k/a BCPE Eagle Buyer LLC) (the “Subsidiary”) and Aveanna Healthcare Holdings Inc., a Delaware corporation (“Holdings,” and, together with the Subsidiary, collectively, the “Company”). INTENDING TO BE LEGALLY BOUND, Executive, the Subsidiary and Holdings agree as follows.
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[Signature Page Follows]
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AVEANNA HEALTHCARE HOLDINGS INC.
By: /s/ Ed Reisz
Name: Ed Reisz
Title: Chief Administrative Officer Date: January 15, 2024
AVEANNA HEALTHCARE LLC
By:
Name:
Title: Date:
SHANNON DRAKE, as Executive
/s/ Shannon Drake
Date:
[Signature Page to the Release Agreement]
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