EX-10.13





 Exhibit 10.13 

 
 



 
 March 8, 2020 
 Damon
Silvestry 
 Dear Mr. Silvestry, 
 Progenity, Inc.
(the “Company”) is pleased to confirm the following employment offer as Chief Operations Officer at the Senior Vice President level starting May 11, 2020 (the “Employment Start Date”). This offer is subject to the terms and
conditions set forth in this offer letter. 
 Employment 

You agree to serve as Chief Operations Officer at the Senior Vice President level and shall have the duties and responsibilities commensurate with such
position reporting directly to Harry Stylli, Chief Executive Officer. The annual base salary for this position is $400,000 on a full-time basis. Progenity will agree to reassess your level within the organization at the beginning of 2021 based on
2020 performance. 
 Benefits 
 Beginning the
first of the month following your start date, the Company will provide you with the usual health insurance benefits it generally provides to other employees. Except for any waiting period that may be applicable, you will have immediate right to
participate in and receive benefit from life, accident, disability, medical, bonus, and similar benefits made available generally to employees of the Company as such plans and benefits may be adopted by the Company. These plans may vary, from time
to time, be amended, or terminated. 
 PTO 
 Your
PTO time shall be in accord with the Company’s PTO policy that allows all full-time employees to accrue three weeks’ PTO per benefit year. 

Bonus 
 You are eligible for the annual bonus
program, with a target bonus of 40% of your annual salary. Bonuses are calculated annually when the calendar year ends and are awarded in the second quarter of the following year. These bonuses are prorated based on your start date. You would be
eligible for your first bonus during the first quarter of 2021. The bonus incentive is based on several items including company performance, individual goals, and a subjective portion. The bonus program is operated at the sole discretion of the
Company and is subject to review, modification, or revocation at any time. 
 Equity Awards 

You will be granted a restricted stock unit (“RSU”) award covering 150,000 restricted stock units and also a stock option (“Stock Option”)
award to purchase up to 300,000 shares of common stock. Such RSU and Stock Option awards are subject to the terms and conditions of the Company’s 2018 Equity Incentive Plan and related RSU and Stock Option agreements and notice forms, and
except as otherwise specified or provided, twenty-five percent of each award will vest one year from the 15th day of the calendar month following the month of your employment start date and the balance will vest in 36 consecutive equal monthly
installments on the 15th day of each month thereafter. You will be granted an additional RSU award covering 75,000 restricted stock unites and also a stock option award to purchase up to 150,000 shares of common stock based on performance goals that
will be set and agreed upon by you and Harry Stylli within your first 90 days of employment. This grant will be awarded upon achievement of those agreed upon goals. 
  

  
 



 














 



 
  

 Relocation 

Relocation to San Diego by October 31, 2020 is required as condition of employment. Progenity will reimburse the expenses associated with relocation to
San Diego up to a maximum of $30,000. Expenses will be reimbursed through Progenity’s expense system and all receipts will be required. Progenity will reimburse temporary housing costs up to $2,500 per month for the transition period until
October 31, 2020. Relocation expenses should be submitted with IRS tax guidelines considered. Should you voluntary resign or be dismissed for cause prior to 12 months following your first day of employment you will be required to repay the
relocation and temporary housing expenses reimbursements on a pro-rata basis. 
 Other Activities 

Except under prior approval of your direct supervisor, you shall not during the period of your employment engage, directly or indirectly, in any business
activity that is or may be competitive with, or might you be in competing position to that of the Company. 
 Employee Confidentiality and Proprietary
Rights Assignment Agreement 
 In making this offer, the Company understands that you are not under any obligation to any former employer or person,
firm or Company which would prevent, limit, impair or in any way affect the performance by you of your duties as an Employee of the Company. You also represent that as an employee of the Company you will not breach any agreement to keep in
confidence proprietary information, knowledge, or data acquired by you in confidence prior to your employment by the Company. You will not disclose to the Company or induce the Company to use any confidential or proprietary information or material
belonging to any previous employers or others. 
 You have not entered into and you agree not to enter into any agreement, either written or oral, in
conflict with your employment at the Company. You further agree to conform to the rules and regulations of the Company. 
 It is understood that you are not
being offered employment for a definite period of time and that either you or the Company may terminate the employment relationship at any time and for any reason without prior notice. The “at will” nature of the employment between you and
the Company cannot be changed or modified other than in writing by the President. 
 This offer is contingent upon successful completion of a background
investigation, which may include civil, and criminal court records, education, credentials, identity, social security number, previous employment and driving records. 

Please indicate your acceptance of this offer by signing and dating this letter and returning it to me. 

Sincerely, 
 Robyn Hatton 

Vice President of Human Resources 
 Progenity, Inc. 

 

									
					
	Agreed:	 	 /s/ Damon Silvestry
	 		 		 	 March 9, 2020

		 	Signature	 		 		 	Date
					
		 	 Damon Silvestry
	 		 		 	
		 	 Printed Name