Exhibit 10.1


 


CERTAIN
CONFIDENTIAL INFORMATION IDENTIFIED IN THIS DOCUMENT, MARKED BY [**], HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT
MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED.


 


	Supernus Pharmaceuticals, Inc.


9715 Key West Avenue 


Rockville, MD 20850 


Tel (301) 838-2500 


Fax (301) [**]

	
	 	 








 


July 26, 2021


 


Tim Dec 


[**] 


[**]


 


Dear Tim,


 


On behalf of Supernus
Pharmaceuticals, Inc. (“the Company”), I am pleased to offer you the regular, full-time position as Senior
VP & CFO reporting to me. This position will be based at the Company’s headquarters in Rockville, MD. We look forward
to having you join Supernus Pharmaceuticals, Inc. on a mutually agreed upon date on or about August 16, 2021. The terms of
your employment are as follows:


 


Compensation: Your base compensation will
be $375,000.00 annually, paid in accordance with the Company’s regular payroll schedule, which is presently twice per month. Your
position is classified as “exempt” under the Fair Labor Standards Act and therefore you are not eligible to receive overtime.


 


Introductory Period: Your employment is
subject to an Introductory Period of three (3) months, during which time the Company will progressively assess your performance.
During the Introductory Period the employee is not subject to, and the Company will not follow, the Company’s progressive disciplinary
process. Upon successful completion of the Introductory Period, performance reviews will be conducted periodically on an annual basis,
and depending upon the results of those reviews, you may be eligible for future increases in your compensation. Completion of the Introductory
period does not change your employment status (see “Employment at Will” below).


 


Bonus Plan: You will be eligible to participate
in the Company Bonus Plan. Based on your job level, and contingent upon both employee and company performance, you will be eligible for
an annual target bonus of 40% of your annual salary, prorated for the first year.


 


Benefits: Provided you remain employed
in full-time regular status, you will be eligible for participation in the Company employee benefit plans, which include group medical,
dental, short and long-term disability, life insurance, and flexible spending. You will be automatically enrolled in the Supernus Pharmaceuticals, Inc.
401(k) Profit Sharing Plan at an initial deferral rate of 5%. You will have the opportunity to update this deferral rate at any time.


 


[**] = CERTAIN CONFIDENTIAL INFORMATION OMITTED 






 






     


     


    

 


In addition, you will be eligible to accrue up
to 4 weeks (160 days) of vacation annually, prorated for the first year. You will also accrue 1 floating holiday for calendar year 2021
and 2 floating holidays per year, thereafter. You will also accrue 2 days of floating holidays per year. You will be eligible to accrue
up to 10 days of sick leave per year (prorated for the first year), which will have a rolling accumulation of up to 180 days of sick leave
throughout your career at Supernus.


 


Equity: After joining Supernus Pharmaceuticals,
we will recommend to the Board of Directors that you be granted 85,000 options that vest over 4 years to purchase ordinary shares of Supernus
common stock, subject to future adjustments including stock splits, under the then-applicable stock plan.


 


Employment at Will: Since continued employment
is based upon mutual satisfaction and reward, this offer should not be construed as a contract for any fixed period. Rather, you will
be employed in an “at will” status, which means that you or the Company may terminate your employment at any time for any
reason, with or without notice.


 


Terms and Understandings:  Not withstanding
anything in this letter to the contrary, this offer of employment is contingent upon, a satisfactory completion of your background check
and criminal history report must be completed.  Your acceptance below indicates that you will review and comply with Company rules and
regulations, particularly those relating to safety and confidentiality.  As a condition of employment, you will be required to complete
an Employee Proprietary Information and Invention Agreement with the Company (additional attached electronic document), which prohibits
any employee from accepting other consulting work or other outside work that the Company feels is in a conflict of interest to the work
performed at Supernus.


 


Acceptance: Please electronically
sign this offer letter to indicate your acceptance and agreement with the terms of employment.  Return the executed copy back to
the Company within 3 business days after receipt and retain the electronic copy for your records.


 


I trust that you will find this offer an attractive
one, and we look forward to having you join Supernus Pharmaceuticals, Inc. Please contact me at 301-838-[**] or by email at [**]
with any questions.


 


Sincerely,


 


	/s/ Jack Khattar	 
	Jack Khattar	 
	President & CEO	 




 


I have read and agree with the terms of employment
as set forth above.


 


	/s/ Timothy C. Dec	7/27/2021
	Timothy
    C. Dec	Date



 


NOTE: Please bring two forms of Identification
with you on your first day of employment 


(i.e., Driver’s License and Social
Security Card or Birth Certificate) or a valid US Passport. 


For a full listing of acceptable documentation,
please visit http://www.uscis.gov/i-9.


 


[**] = CERTAIN CONFIDENTIAL
INFORMATION OMITTED