EX-10.15





 Exhibit 10.15 

 
 



 
 Personal & Confidential 

08/01/2017 
 Mr. Evgeny Makarov 

Town and Country way, Apt 301 
 Houston, TX 77024 

Dear Evgeny, 
 This letter documents the extension of your
employment with TMK IPSCO (“the Company”) pursuant to the letter dated July 30, 2013 from Vicki L. Avril and signed by you on August 31, 2013, a copy of which is attached as Exhibit A. The terms of the Letter agreement shall
remain in effect as amended by the following terms. 
 Extension: 

Upon the occurrence of the currently scheduled End Date of August 5, 2017, the End Date shall, subject to the mutual agreement of the parties at that
time, be extended for a period of one (1) year, through and including August 5, 2018 (the “Extension Period”). Thereafter, subsequent further extensions may be agreed to if both parties wish. During the Extension Period, your
Retention Agreement dated January 20, 2016, shall remain in effect in accordance with its terms. 
  

			
	Base Salary:	  	Your base salary during the Extension Period shall continue at its current rate in effective immediately prior to the Extension Period, subject to periodic review and adjustment by the company.
		
	Annual Bonus:	  	The current arrangements for Annual Bonus and Target Percentage of your annual base salary will remain in place.
		
	LTIP:	  	You will remain eligible for participation in the 2017 Long Term Incentive Plan (“LTIP”) during the Extension Period.
		
	Housing:	  	The housing allowance may be subject to review and adjustment by the Company as and when appropriate following discussions with you.

  

											
	/s/ Evgeny Makarov	  	08/01/2017	  		 	By:	  	 /s/ Peter Smith
	  	
	Evgeny Makarov	  	Date	  	 	 	 	  	 Peter Smith
 Vice President and CHRO, TMK
IPSCO
	  	 














					
	



	  	  
  

10120 Houston Oaks Drive, Houston, TX 77064
 T 281 949 1023 W tmk-ipsco.com F 281 970 9941
	  	

 Personal & Confidential 

September 8, 2016 
 Mr. Evgeny Makarov

 5250 Brownway Street, Apt 1107 
 Houston, TX 77056 

Dear Evgeny, 
 This letter documents the extension of your
employment with TMK IPSCO (the “Company”) pursuant to that certain letter dated July 30, 2013, from Vicki L. Avril and signed by you on August 31, 2013 (the “Letter Agreement”), a copy of which is attached hereto as
Exhibit A. The terms of the Letter Agreement shall remain in effect as amended by the following terms: 
 Extension: 

Upon the occurrence of the currently scheduled End Date of August 5, 2016, the End Date shall, subject to the mutual agreement of the parties at that
time, be extended for a period of one (1) year, through and including August 5, 2017 (the “Extension Period”). Thereafter, subsequent further extensions may be agreed to if both parties wish. During the Extension Period, your
Retention Agreement dated January 20, 2016, shall remain in effect in accordance with its terms. 
  

			
	Base Salary:	  	Your Base Salary during the Extension Period shall continue at its current rate in effect immediately prior to the Extension Period, subject to periodic review and adjustment by the Company.
		
	Annual Bonus:	  	The current arrangements for Annual Bonus and Target Percentage of forty percent (40%) of your annual base salary will remain in place.
		
	LTIP:	  	If the Company implements a Long Term Incentive Plan (“LTIP”) during the Extension Period, in lieu of your being a formal participant in the LTIP, you will instead be eligible to receive an annual cash payment, subject
to the achievement of performance measures similar to those utilized for the determination of LTIP awards, if any.
		
	Housing:	  	The housing allowance may be subject to review and adjustment by the Company as and when appropriate following discussions with you.

  

											
	/s/ Evgeny Makarov	  	 	  		 	By:	  	 /s/ Peter Smith
	  	
	Evgeny Makarov	  	Date	  	 	 	 	  	 Peter Smith
 Vice President and CHRO, TMK
IPSCO
	  	 













 EXHIBIT A 
  

					
	



	  	  
 10120 Houston Oaks Dr., Houston, TX 77034

T 281 949 1023 W tmk-ipsco.com F 281 445 4040
	  	

 Evgeniy Makarov 
 40 Pokrovka
St., Bld. 2a 
 Moscow, 105062, Russia 
 July 30, 2013

 Dear Evgeniy, 
 I am pleased to offer you the following
position with TMK IPSCO: 
  

			
	Position Title:	  	Vice President & Chief Financial Officer
		
	Start Date/End Date:	  	Start date to be confirmed; End Date is 3 years from Start Date
		
	Reporting To:	  	Vicki Avril, President and Chief Executive Officer, TMK IPSCO
		
	Location:	  	The position will be based at TMK IPSC0’S offices in Houston, TX.
		
	Base Salary:	  	$300,000 per annum, U.S. dollars, paid on the 15th and last day of each month at a per pay period rate of $ 12,500.
		
	Annual Incentive Plan:	  	You will be eligible to participate in our Officer Annual Incentive Plan. Your target bonus under this plan will be 40% of your annual base salary. Your bonus for 2013 will be prorated based on 2013 service with TMK
IPSCO.














					
	



	  	  
 10120 Houston Oaks Dr., Houston, TX 77064

T 281 949 1023 W tmk-ipsco.com F 281 445 4040
	  	

  

			
	Long Term Incentive Plan:	  	You will NOT be eligible to participate in the TMK IPSCO Long Term Incentive Plan. However in lieu of this you will receive the following bonus payments in U.S. dollars, minus applicable withholding; $100,000 in March 2014;
$125,000 in March 2015 and $150,000 in March 2016, provided that you are employed by TMK IPSCO on the payment date.
		
	Healthcare;	  	 The TMK IPSCO PPO healthcare plan provides coverage for healthcare, prescription drugs, dental services, and vision services.

 
 The 2013 monthly rate for the health care plan is $103 for employee only coverage, $196
for employee plus one coverage, and $260 for family coverage. Premium discounts are available with participation in the company’s wellness program. All contributions are made on a pre-tax basis. Your
coverage begins on your first day of work.

		
	Other Benefits:	  	 You will receive a monthly housing allowance of up to $3,000 U.S. dollars per month which will be used to reimburse you for reasonable
housing expenses.
  
 You will receive 1 business class round trip airline ticket from
Houston, TX to Moscow per year for vacation.
  
 You will be entitled to participate in
the TMK IPSCO educational reimbursement program.
  
 Life Insurance of 2-1/2 times annual salary plus AD&D coverage
  

Short and Long- term Disability benefits.















					
	



	  	  
 10120 Houston Oaks Dr., Houston, TX 77064

T 281 949 1023 W tmk-ipsco.com F 281 445 4040
	  	

  

			
		  	 Optional Life Insurance for Employee.
  

Optional Dependent Life Insurance.
  

Health and Dependent Care Flexible Spending Account.

		
	Vacation:	  	You will be eligible for 28 days of vacation per year consistent with company policy.
		
	Relocation;	  	 You will receive the TMK IPSCO Relocation Benefits available in according with the policy. This relocation offers the following
benefits:
  

•    Shipment of household goods subject to International limits

 
 •    Temporary living
costs and car rental for 30 days after start date
  

•    Home/Apartment finding assistance service through a third party service is provided

 

•    One-time payment of 1 month salary for
incidental expenses
  
 You will be eligible for the relocation benefits described above
as long as you begin the relocation process in your first year of employment with TMK IPSCO. Your relocation benefits will commence once you sign the Employee Relocation Agreement. Please contact Maggie Simpson, Benefits Specialist, at 630-453-3237 or msimpson@tmk-ipsco.com and she will send the Employee Relocation Agreement to you and connect you with a local
Relocation Specialist from Graebel — our relocation provider.
  
 At the End Date,
reasonable assistance will be provided for you to return household goods to Moscow subject to International limits and company policy/guidelines.















					
	



	  	  
 10120 Houston Oaks Dr., Houston, TX 77064

T 281 949 1023 W tmk-ipsco.com F 281 445 4040
	  	

  

			
	Tax Preparation:	  	You are eligible for company paid tax preparation services up to an annual maximum of $5,000 U.S. dollars.
		
	Termination:	  	 Either party may terminate this arrangement prior to the End Date by providing 30 days written notice. If you terminate the arrangement
prior to the End Date, or the Company terminates you for Cause, no severance will be due you. If TMK IPSCO terminates this arrangement without Cause and no other suitable position is found for you within the TMK Group, you will be paid the following
severance payments, in return for executing and not revoking a general waiver of release of all claims: (i) 2 months’ salary, (ii) the next bonus payment due you after your termination in lieu of the Long Term Incentive Plan (as
referenced above); and (iii) reasonable assistance for you to return household goods to Moscow, subject to International Limits and company policy/guidelines.
  

For purposes of this arrangement, “Cause” shall mean:
  

(i) your conviction of a felony or other crime involving theft, misappropriation of funds, fraud or moral turpitude; (ii) your engaging in conduct which
is demonstrably and materially injurious to TMK IPSCO, monetarily or otherwise, including but not limited to any material misrepresentation related to the performance of your duties, misappropriation, fraud (including with respect to TMK
IPSCO’s accounting and financial statements), embezzlement or conversion by you of TMK IPSCO’s or any of its subsidiaries’ property in connection with your duties or in the course of your employment with TMK IPSCO; (iii) your
gross negligence or gross misconduct in carrying out your duties, in either case, resulting in material harm to TMK IPSCO, (iv) your intentional violation of the company’s policies regarding sexual harassment, (v) your employment is
terminated for documented failure to meet performance standards in your position, (vi) any violation of company rules or policies that constitute grounds for termination, or (vii) any egregious conduct, such as gross insubordination, that
has a detrimental impact on the Company and its employees.















					
	



	  	  
 10120 Houston Oaks Dr., Houston, TX 77064

T 281 949 1023 W tmk-ipsco.com F 281 445 4040
	  	

 This arrangement will be interpreted, enforced and governed under the laws of the State of Texas. 

Evgeniy, the above summarizes the major features of the arrangements for your appointment as the Vice President & Chief Financial Officer position.
Of course, TMK IPSCO retains the right to amend the terms of the benefits plans and arrangements described above at any time. If the foregoing is acceptable, please sign below and return a copy of the signed letter to me along with the attached
Confidentially, Assignment and Non-Competition Agreement. 
 I am looking forward to having you as a key member of
our Senior Management Team. I am confident that your experience and leadership will move us along the path to excellence. 
 Best Regards, 

 

	
	/s/ Vicki L. Avril
	Vicki L. Avril

 President and Chief Executive Officer 
  

											
	 Acceptance
	  	 /s/ Evgeniy Makarov
	  		 	Date:	  	 31/08/2013
	  	
		  	 Evgeniy Makarov