**Exhibit 10.2**

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**AmericanScience & Engineering**

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# **1**      FY 20_ Short TermIncentive Bonus Plan Document

 

## **2**      OBJECTIVE

 

Theobjective of the American Science & Engineering (“AS&E” and/or the“Company”) FY 20_ Short Term Incentive (“STI”) Bonus Plan (the “Plan”) isto reward designated employees for achieving the AS&E’s FY ‘_ managementobjectives and business goals, and to clearly set forth the policies governingthe payment of  bonuses based on thesefactors.

 

## **3**      PLAN

 

1.     The Plan is effective from April 1, 20_ throughMarch 31, 20_ and governs the payment of STI bonus based onindividual and corporate criteria.

 

2.     AS&E Reserves the rightto modify or suspend the Plan, in whole or in part, for any reason at anytime.  Notice of any modification orsuspension will be made to the eligible employee in writing.

 

3.     The Plan will be governedby, construed and enforced in accordance with the laws of the Commonwealth ofMassachusetts, USA.

 

4.     The Plan will beadministered by the Senior Vice President Human Resources (“SVP HR”) inconsultation with other members of the senior staff and any issues regardingits administration will be resolved jointly by the SVP HR and the ChiefFinancial Officer (“CFO”).  The CompanyCEO will approve final recommendations.

 

5.     In the event that anyportion of the Plan is held to be invalid, the invalidity will not affect theremaining provisions, which will continue in full force and effect.

 

## **4**      PARTICIPATION

 

Designated persons activelyemployed by AS&E in the United States or in a foreign location (“Participants”)shall be eligible to participate in the Plan upon execution of the PlanDocument and an FY 20_ Goal Schedule (“Schedule”).

 

Participation in the Plandoes not alter the Participant’s status as employees at will of AS&E, anddoes not alter individual employment contracts, if applicable, and does notobligate AS&E to continue to employ the Participants during the term of thePlan.

 

In the event of a transfer,leave of absence, or promotion, during the Plan year, and unless otherwise governedby a relevant in force employment contract, the SVP HR and CFO will determineany compensation earned under the terms of the Plan.

 

In the event a Participant’semployment with AS&E is terminated for any reason before the end of thefiscal year, and unless otherwise governed by a relevant in force employmentcontract, all rights to bonus payment under the Plan will cease with thefollowing exceptions:

 

a.     Termination by reason ofdeath.  In the event that the employeedies during the plan year, the participant will receive a “Target” bonuspayment prorated for the number of months worked under the plan.  In the event the employee dies after the planyear but before final payment they will receive the payout they would havereceived under the terms of the plan as if death had not occurred.

 

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b.     Termination by reason ofchange in control.  In the event of achange in control during the plan year, the participant will received a “Target”bonus payment prorated for the number of months worked under the plan.  In the event of a change in control after theplan year but before final payment they will receive the payout they would havereceived under the terms of the plan as if a change in control had not occurred.

 

## **D.**    CALCULATION

 

1.**    ****Bonus:**

 

a.     Target Bonus (“**TB**”) is calculated as a percentage of base wages earned forthe period of time during the fiscal year in which the employee is aparticipant in the plan.

b.     Half (50%) of the targetbonus is based on the achievement of Individual Performance Goals (“**IPG**”) as defined on the Participants’ individual goalschedule.  In most cases this will be 3or 4 goals.

c.     Half (50%) of the targetbonus is based on corporate performance factor (**CPF**)as defined by appropriate financial measures for the plan year.

d.     At least Threshold resultson an IPG must be achieved to receive bonus credit for that IPG.

e.     “Threshold” is defined as80% of**CPF** for corporate measures and asspecified on the participants’ goal schedule for **IPG**.

f.      “Target” is defined as 100%of**CPF** for corporate measures and asspecified on the participants’ goal schedule for **IPG**.

g.     No bonus will be paid if thecompany does not achieve at least the Threshold results on the Operating Incomecorporate goal.

h.     Bonus achievement iscalculated using the following formula:

 

**CPF** * ((**50% of TB*** **IPG**) +**50% of TB**)

 

2.**    ****Calculating percentages****: **Percentage of target bonuspayment is calculated by prorating the following measurement categories:

 
| a.  *Threshold:*   |   | 50%        |
|--------------------|--------|------------|
| b.  *Target:*      |   | 100%       |
| c.  *Over target*: |   | see  below |

 

Percent of Individual Performance Goal Achievement is capped at 100%(target).

Percent of Corporate Performance Factor is capped at 200%.

 

Any awards above this amount are at the sole discretion of the Board ofDirectors

 

E.  **PAYMENT OF BONUS**

 

1.     Bonus is paid as soon aspossible after the closure of the company’s fiscal year and upon certificationof financial results by the Company’s independent auditors and Board ofDirectors but not later than March 15 of the following year.

 

2.     Payment will typically bemade in cash.  However, the companyreserves the right to make payments in stock or other equivalent forms ofcompensation at the Company’s discretion.

 

3.     Participants must beemployees in good standing at the end of the fiscal year to receive any bonuspayment.

 

 
| Participant: |   |   | Date: |   |   |
|--------------|--------|--------|-------|--------|--------|

 

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