Exhibit 10.1


 





AMENDMENT TO EMPLOYMENT AGREEMENT


 


This AMENDMENT to the Employment Agreement (this “Amended
Employment Agreement”) is entered into effective as of the 1st day of June, 2017 by and between Liberty Tax, Inc., a Delaware
corporation (the “Holding Company”), JTH Tax, Inc., a Delaware corporation (“JTH Tax”) and subsidiary of
the Holding Company and Vanessa M. Szajnoga (“Executive”). Liberty Tax, Inc., together with its subsidiaries (including
JTH Tax), shall be referred to in this Agreement as the "Company."


 


WITNESSETH:


 


WHEREAS, the Executive is currently employed
by the Company;


 


WHEREAS, the Company desires to continue to
employ and secure the services of Executive on the terms and conditions set forth in this Amended Employment Agreement; 


 


WHEREAS, the Executive and the Company are currently
parties to an Employment Agreement dated November 24, 2015 (“Employment Agreement”), and both parties desire to amend
the Employment Agreement as described herein.


 


Now, therefore, in consideration of the mutual
covenants and agreement herein, the parties hereto agree as follows:


 


		1.	Section 4 shall be deleted and replaced in its entirety with the following:



 


“The Company has established an annual incentive
bonus program (the “Bonus”). For the duration of this Agreement beginning with the fiscal year beginning May
1, 2017, the Executive will be eligible for the Bonus, payable as and when Bonuses payable to other executive officers of the Company
are paid. The amount available to be paid to Executive, and the time and form of payment of bonuses, will be determined and approved
by the Compensation Committee of the Board. For all fiscal years, Executive shall be eligible for a Bonus, the maximum amount of
the Bonus shall be equal to thirty-five percent (35%) of the Base Salary paid to Executive as of the last day of each fiscal year,
and Executive’s eligibility for the Bonus shall be determined on a basis consistent with the executive officers of the Company
(as defined under the Securities Exchange Act of 1934).”


 


		2.	Section 7 (d)(i)(D) shall be deleted and replaced in its entirety with the following:



 


“(D)    to the extent any incentive
stock awards, such as stock options, stock appreciation rights, restricted stock, dividend equivalent rights, or any other form
of incentive stock compensation granted Executive shall have not vested they shall immediately become fully (100%) vested and exercisable
and shall be paid in accordance with their terms. If the Executive’s employment is terminated as a result of Executive’s
Employment–Related Death or Disability, they shall immediately become (100%) vested and exercisable and shall be paid in
accordance with their terms.”


 


Except as modified above, the terms of the Employment Agreement
remain in full force and effect. This Amended Employment Agreement shall not be modified except in writing signed by the parties.


 






     

    




    

 


IN WITNESS WHEREOF, the Holding Company and JTH Tax have duly executed
this Agreement by their authorized representatives, and Executive has hereunto set his hand, in each case effective as of the date
first above written.


 


JTH TAX, INC.


 


 





	By:	/s/ John T. Hewitt	 
	 	Its:    President and Chief Executive Officer







 


 


LIBERTY TAX, INC.


 


 





	By:	/s/ John T. Hewitt	 
	Its:	President and Chief Executive Officer


 


 


EXECUTIVE:


 


 





	/s/ Vanessa M. Szajnoga