Exhibit
10.2


 


PERSONAL AND
CONFIDENTIAL


 


August 6, 2009


 


Mr. Jeffrey Moore


 


Dear Jeff:


 


Helicos BioSciences
Corporation (the “Company” or “Helicos”) is pleased to offer you the position of
Senior Vice President, Chief Financial Officer and Treasurer, initially reporting
to Ron Lowy, Chief Executive Officer. We are excited about the prospect of your
joining our team, and look forward to the addition of your professionalism and
experience to help Helicos achieve its goals.


 


Your salary will be paid
at an initial gross, bi-weekly rate of $10,384.62 ($270,000.00 annually), in
accordance with the Company’s normal payroll practices as established or
modified from time to time.


 


You will be eligible to
participate in the Executive Bonus program which is 30% of base salary (this
will be prorated for 2009).


 


You will be eligible to
participate in the group health and dental plans, life insurance, AD&D,
long and short-term disability insurance as well as an Employee Assistance Plan
program to the same extent as, and subject to the same terms, conditions and
limitations applicable to other employees of the Company of similar rank and
tenure, as such benefits programs may be established or modified from time to
time.  The life insurance policy will be
in an amount equal to two times your annualized salary.  You will be eligible to participate in the
Company’s 401(k) Plan.  Helicos also
offers subsidized parking or a monthly T-Pass for employees who commute via
public transportation.


 


You will be eligible to
accrue up to 15 days of paid vacation for each full calendar year of employment
with the Company, at an accrual rate of 4.615 hours per bi-weekly pay period.  Such vacation may be taken in accordance with
applicable Company policy or practice.


 


Subject
to the approval of the Compensation Committee of the Company’s Board of
Directors (the “Compensation Committee”) you will be granted the option to
purchase up to 200,000 shares (the “Option Shares”) of the Company’s common
stock (the “Common Stock”).  The purchase
price per share shall be the fair market value per share of Common Stock, as 


 

















 


determined
by the Compensation Committee, as of the date of grant.  The date your employment begins will be your
vesting start date.  The Option Shares
shall be issued pursuant to the Company’s 2007 Stock Option and Incentive
Plan.  The Option Shares are intended to
qualify as incentive stock options under Section 422 of the Internal
Revenue Code of 1986, as amended, and the regulations thereunder.  The Option Shares shall be subject to the
terms of an option agreement, which will include, among other things, a vesting
schedule.  The Option Shares will vest in
four equal installments on each of January 1, 2010, July 1, 2010, January 1,
2011 and July 1, 2011.


 


In
addition, subject to the approval of the Compensation Committee, you will be
granted a restricted stock award in the amount of 75,000 restricted shares (the
“Restricted Shares”) of Common Stock. 
The date your employment begins will be your vesting start date.  The Restricted Shares shall be issued
pursuant to the Company’s 2007 Stock Option and Incentive Plan.  The Restricted Shares shall be subject to the
terms of a restricted stock agreement, which will include, among other things,
a vesting schedule.  The Restricted
Shares will vest in four equal installments on each of January 1, 2010, July 1,
2010, January 1, 2011 and July 1, 2011.


 


This offer of employment
is contingent upon the satisfactory completion of a customary reference check.
The Company requires you to verify that the performance of your position at
Helicos does not and will not breach any agreement entered into by you prior to
employment with the Company (i.e., you have not entered into any agreements
with previous employers or other persons or entities that are in conflict with
your obligations to the Company).  Please
provide us with a copy of any such agreements. 
You will also be required to sign a Nondisclosure and Developments
Agreement and Change in Control Agreement as a condition of your employment with
the Company.  A copy of these agreements
will be made available to you.


 


Moreover, within three
days after your start date, please provide us, for purposes of completing the
I-9 form, sufficient documentation to demonstrate your eligibility to work in
the United States.


 


The Company believes that
an “at-will” relationship is in the best interests of both the Company and its
employees.  Accordingly, your employment
with the Company will be “at-will,” meaning that either you or the Company may
terminate your employment relationship at any time, for any reason, with or
without prior notice.  Moreover, the
terms in this letter are not contractual, but are a summary of our initial
employment relationship and are subject to later modification by the Company,
except that the nature of your at-will relationship may not be modified except
by an express written agreement signed by the Chief Executive Officer of the
Company.


 


This letter, together
with the Nondisclosure Agreement and Change in Control, sets forth the entire
agreement between you and the Company concerning your initial employment by the
Company, and supersedes, voids and cancels any prior or contemporaneous
agreements, representations, promises, offers and/or understandings by or
between you and the Company, whether written or oral, regarding the terms and
conditions of your employment.


 

















 


We are very interested in
having you join the Company.  If you
agree with the terms of this offer, please indicate your acceptance by signing,
dating and returning a copy to my attention.


 


	
   

  	
  Sincerely,

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  /s/ Ronald A. Lowy

  
	
   

  	
  Ronald A. Lowy

  
	
   

  	
  Chief Executive Officer

  



 


 


AGREED TO AND ACCEPTED:


I am pleased to accept
the offer of at-will employment stated in this letter, and I understand and
agree to all of its terms.


 


	
  Name:

  	
       Jeffrey R. Moore

  	
   

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
  Signature: 

  	
  /s/ Jeffrey R. Moore

  	
   

  	
  Date: August 6,
  2009