exhibit102







 

 

 

 

EXHIBIT 10.2 
1 
EMPLOYMENT AGREEMENT 
May 24, 2022 
NAME: 
Melissa Leneis 
[ REDACTED ] 
The 
parties 
to 
this 
Employment 
Agreement (“Agreement”) 
are 
Melissa 
Leneis
(“You” 
or 
the 
“Executive”) and 
Quaker 
Chemical 
Corporation, 
d/b/a 
Quaker 
Houghton, 
a 
Pennsylvania 
corporation 
(“Quaker 
Houghton” 
or 
the 
“Company”). 
You are hereby appointed 
as the Company’s Senior 
Vice President and Chief 
Human Resources 
Officer (“CHRO”). 

 
NOW THEREFORE in consideration 
of the mutual 
promises and covenants herein 
contained and intending to 
be 
legally bound hereby the parties hereto agree as follows: 
1.
Duties 
 
Quaker Houghton agrees to employ you and you agree 
to serve as Quaker Houghton’s CHRO. 
You shall perform 
all duties 
consistent with 
such position 
as well 
as any 
other duties 
that are 
assigned to 
you from 
time to 
time by 
Quaker 
Houghton’s CEO. 
You 
agree that during the term 
of your employment with Quaker 
Houghton to devote your knowledge, 
skill, and working time solely and exclusively to the business and interests 
of Quaker Houghton and its subsidiaries. 

2. 
Compensation
 
Your 
base salary 
will be 
determined from 
time to 
time by 
the Quaker 
Houghton Board of 
Directors. In addition, 
you will be entitled to 
participate, to the extent 
eligible, in any of Quaker 
Houghton’s annual and long term incentive 
plans, 
retirement savings plan (401k plan), 
and will be entitled to vacations, 
paid holidays, and medical, dental, 
and other benefits 
as are 
made generally 
available by 
Quaker Houghton 
to its 
full-time U.S. 
employees. 
During your 
employment with 
Quaker 
Houghton, 
your 
salary 
will 
not 
be 
reduced 
by 
Quaker 
Houghton 
without 
your 
prior 
written 
consent. 
Your 
initial 
compensation and benefits are outlined on Addendum 1, which 
is attached hereto and made a part hereof. 

3. 
Term 
of Employment
. 
The Your 
employment with Quaker may be terminated on ninety (90) 
days' written notice by either party, 
with or 
without cause or reason whatsoever. 
Within ninety (90) 
days after termination of your 
employment, you will be given 
an 
accounting of all monies due 
you. Notwithstanding the 
foregoing, Quaker has the 
right to terminate your 
employment upon 
less than ninety (90) days’ notice for Cause (as defined below). 
4. 
Covenant Not to Disclose
a. 
As 
CHRO, 
you 
acknowledge 
that 
the 
identity 
of 
Quaker 
Houghton's 
(and 
any 
of 
Quaker 
Houghton's 
affiliates’) customers, 
the requirements 
of such 
customers, pricing 
and payment 
terms quoted 
and charged 
to such 
customers, 
the identity 
of Quaker 
Houghton's suppliers and 
terms of 
supply (and the 
suppliers and related 
terms of 
supply of 
any of 
Quaker 
Houghton's 
customers 
for 
which 
chemical 
and 
other 
management 
services 
are 
being 
provided), 
information 
concerning 
the 
method 
and 
conduct 
of 
Quaker 
Houghton's 
(and 
any 
affiliate’s) 
business 
such 
as 
formulae, formulation 
information, 
application 
technology, 
manufacturing 
information, 
marketing 
information, 
strategic 
and 
marketing 
plans, 
financial information, financial 
statements (audited and 
unaudited), budgets, corporate 
practices and procedures, 
research 
and development efforts, 
and laboratory test 
methods and 
all of Quaker 
Houghton's (and 
its affiliates’) manuals, 
documents, 






 

2 
notes, letters, 
records, and 
computer programs 
are Quaker 
Houghton's confidential 
information ("Confidential 
Information") 
and are Quaker Houghton’s (and/or any of 
its affiliates’, as the case may 
be) sole and exclusive property. 
You agree that at 
no time 
during or 
following your 
employment with 
Quaker Houghton 
will you 
appropriate for 
your own 
use, divulge 
or 
pass 
on, 
directly 
or 
through 
any 
other 
individual 
or 
entity 
or 
to 
any 
third 
party, 
any 
Quaker 
Houghton 
Confidential 
Information. Upon termination of your employment with 
Quaker Houghton and prior to final payment of 
all monies due to 
you under Section 2 
or at any other 
time upon Quaker Houghton's request, 
you agree to 
surrender immediately to Quaker 
Houghton any and all materials in your possession or control which include or contain any Quaker Houghton Confidential 
Information. 
b. 
You 
acknowledge that, by this 
Section 4(b), you have been 
notified in accordance with the 
Defend Trade 
Secrets Act that, notwithstanding the foregoing: 
(i)
You 
will not be 
held criminally or civilly 
liable under any federal 
or state trade secret 
law or this 
Agreement for the disclosure 
of Confidential Information that: (A) 
you make (1) in 
confidence to a federal, state, 
or local 
government 
official, 
either 
directly 
or 
indirectly, 
or 
to 
your 
attorney; 
and 
(2) 
solely 
for 
the 
purpose 
of 
reporting 
or 
investigating a suspected 
violation of law; 
or (B) you 
make in a 
complaint or other 
document that is 
filed under seal 
in a 
lawsuit or other proceeding. 
(ii)
If you file a lawsuit for retaliation by Quaker Houghton for reporting a suspected 
violation of law, 
you may disclose Confidential Information 
to your attorney and use the 
Confidential Information in the court 
proceeding if 
you: (A) 
file any 
document containing 
Confidential Information 
under seal 
and (B) 
do not 
disclose Confidential 
Information, 
except pursuant to court order. 
 
c. 
Additionally, Quaker Houghton confirms that nothing in this Agreement is intended to or shall prevent, 
impede or interfere with your right, without prior notice to Quaker Houghton, 
to provide information to the government, 
participate in any government investigations, file a court or administrative 
complaint, testify in proceedings regarding 
Quaker Houghton’s past or future conduct, or engage in any future activities protected under any statute 
administered by 
any government agency. 
5. 
Covenant Not to Compete 
In consideration of 
your position of 
CHRO for Quaker 
Houghton and the 
training and Confidential 
Information you 
are to receive from 
Quaker Houghton, you agree that during 
your employment with Quaker Houghton and 
for a period of 
one (1) year thereafter, regardless of the reason for your termination, you will not: 
a. 
directly or 
indirectly, 
together or 
separately or 
with any 
third party, 
whether as 
an employee, 
individual 
proprietor, partner, stockholder, officer, director, or investor, or in 
a joint venture 
or any other 
capacity whatsoever, actively 
engage in 
business or 
assist anyone 
or any 
firm in 
business as a 
manufacturer, seller, 
or distributor of 
specialty chemical 
products which are the same, like, similar to, or which compete with Quaker Houghton’s (or any of its affiliates’) products 
or services; and 

b. 
directly or indirectly recruit, solicit or encourage any Quaker Houghton (or any 
of its affiliates’) employee 
or otherwise induce 
such employee to 
leave Quaker Houghton’s (or 
any of its 
affiliates’) employ, or to 
become an employee 
or otherwise be associated with you 
or any firm, corporation, business, or 
other entity with which you 
are or may become 
associated; and 
c. 
solicit or induce any of Quaker Houghton's suppliers of products and/or services (or a supplier of products 
and/or services of 
a customer who 
is being provided 
or solicited for 
the provision of 
chemical management or 
other services 
by Quaker Houghton) to terminate or alter its contractual relationship with 
Quaker Houghton (and/or any such customer). 
The parties 
consider these 
restrictions reasonable, 
including the 
period of 
time during 
which the 
restrictions are 
effective. 
However, 
if 
any 
restriction 
or 
the 
period 
of 
time 
specified 
should 
be 
found 
to 
be 
unreasonable 
in 
any 
court 
proceeding, then such restriction shall be modified or 
the period of time shall be shortened as 
is found to be reasonable so 
that the foregoing covenant not to compete may be enforced. 
You 
agree that in the event of a breach or 
threatened breach 
by you of 
the provisions of 
the restrictive covenants 
contained in Section 
4 or in 
this Section 5, 
Quaker Houghton 
will suffer 






 

 

 

3 
irreparable harm, and monetary 
damages may not be 
an adequate remedy. 
Therefore, if any 
breach occurs, or is 
threatened, 
in addition to all other remedies available to Quaker Houghton, at law or in equity, Quaker Houghton shall be entitled as a 
matter of 
right to 
specific performance 
of the 
covenants contained 
herein by 
way of 
temporary or 
permanent injunctive 
relief. 
In the event of any breach of 
the restrictive covenant contained in 
this Section 5, the term of 
the restrictive covenant 
shall be extended 
by a period 
of time equal 
to that period 
beginning on the 
date such violation 
commenced and 
ending when 
the activities constituting such violation cease. 
6. 
Contractual Restrictions
 

You 
represent and warrant to Quaker Houghton that: 
(a) there are no restrictions, agreements, or understandings 
to 
which 
you 
are 
a 
party 
that 
would 
prevent 
or 
make 
unlawful 
your 
employment 
with 
Quaker 
Houghton 
and 
(b) 
your 
employment by Quaker 
Houghton shall 
not constitute 
a breach of 
any contract, 
agreement, or 
understanding, oral 
or written, 
to which you 
are a party 
or by which 
you are bound. 
You further represent that you 
will not use 
any trade secret, 
proprietary 
or otherwise 
confidential information 
belonging to 
a prior 
employer or 
other third 
party in 
connection with 
your employment 
with Quaker Houghton. 
7. 
Inventions
All improvements, modifications, formulations, 
processes, discoveries or inventions 
("Inventions"), whether or not 
patentable, which 
were originated, 
conceived or 
developed by 
you solely 
or jointly 
with others 
(a) during 
your working 
hours or at 
Quaker Houghton’s 
expense or at Quaker 
Houghton's premises or at 
a customer’s premises 
or (b) during your 
employment with 
Quaker Houghton 
and additionally 
for 
a period 
of one 
year thereafter, 
and which 
relate to 
(i) Quaker 
Houghton’s business or (ii) 
any research, products, 
processes, devices, 
or machines 
under actual or 
anticipated development 
or investigation by Quaker Houghton at the earlier of (i) that 
time or (ii) as the date of termination of employment, shall be 
Quaker Houghton’s 
sole property. 
You 
shall promptly 
disclose to 
Quaker Houghton 
all Inventions 
that you 
conceive or 
become 
aware 
of 
at 
any 
time 
during 
your 
employment 
with 
Quaker 
Houghton 
and 
shall 
keep 
complete, 
accurate, 
and 
authentic notes, data and records of all Inventions and of 
all work done by you solely or jointly with 
others, in the manner 
directed by 
Quaker Houghton. You 
hereby transfer and 
assign to 
Quaker Houghton all 
of your right, 
title, and interest 
in 
and 
to 
any 
and 
all 
Inventions 
which 
may 
be 
conceived 
or 
developed 
by 
you 
solely 
or 
jointly 
with 
others 
during 
your 
employment with Quaker Houghton. 
You 
shall assist Quaker Houghton in applying, obtaining, and 
enforcing any United 
States Letters Patent and Foreign Letters Patent on any such Inventions and to take such other actions as may be necessary 
or 
desirable 
to 
protect 
Quaker 
Houghton's 
interests 
therein. 
Upon 
request, 
you 
shall 
execute 
any 
and 
all 
applications, 
assignments, 
or 
other 
documents 
that 
Quaker 
Houghton 
deems 
necessary 
and 
desirable 
for 
such 
purposes. 
You 
have 
attached hereto 
a list 
of unpatented 
inventions that 
you have 
made or 
conceived prior 
to your 
employment with 
Quaker 
Houghton, and it is agreed that those inventions shall be excluded 
from the terms of this Agreement. 
8.
Termination
. 

a. 
Either party may terminate this 
Agreement per the terms of 
Section 3 hereof and Quaker 
Houghton, in its 
sole discretion, may terminate your employment at any time for Cause (as defined herein). 
If you incur a Separation from 
Service (as defined 
below) by decision 
and action of Quaker 
Houghton for any 
reason other than 
Cause, death, or 
Disability 
(as defined below), Quaker Houghton agrees to: 
1. 
Provide you with reasonable 
outplacement assistance, either by providing 
the services in-kind, or 
by reimbursing reasonable 
expenses actually incurred 
by you in connection 
with your Separation 
from Service. 

The 
outplacement 
services 
must 
be 
provided 
during 
the 
one-year 
period 
following 
your 
Separation 
from 
Service. 
If any expenses are to be reimbursed, you must request 
the reimbursement within eighteen months of 
your Separation from 
Service and reimbursement 
will be made 
within 30 days 
of the receipt 
of your request; 
and 
2. 
Pay you twelve 
months’ severance in 
bi-weekly installments commencing 
on the Payment 
Date (as 
defined below) and continuing 
on Quaker Houghton's 
normal payroll dates thereafter, each 
of which is equal 
to 
the total of your bi-weekly base 
salary at the time of your 
Separation from Service plus 12 
months of the target 
incentive of the 
Company’s annual 
incentive plan, provided 
you sign a 
Release within 45 
days of the 
later of 
the 
date 
you 
receive 
the 
Release 
or 
your 
Separation 
from 
Service. 
Continuation 
of 
all 
medical 
and 
dental 






 

4 
coverage’s will also be 
available for 18 
months at a 
level equal to 
the coverage provided 
before your Separation 
from Service. 
b. 
If the 
Executive dies 
during the 
Term 
of Employment, 
the Company 
shall not 
thereafter be 
obligated to 
make any further payments under 
this Agreement except for amounts 
accrued as of the 
date of the Executive’s 
death, and 
except that 
the Company 
shall pay 
a single-sum 
cash death 
benefit to 
the Executive’s 
Beneficiary equal 
to 200% 
of the 
annual rate 
of the 
Executive’s 
base salary 
as in 
effect on 
the day 
before the 
Executive’s 
death or 
be entitled 
to the 
death 
benefit (as 
a multiple 
of base 
salary) to 
which any 
other executive 
officer 
would be 
entitled. To 
that end, 
the 
Company 
currently has 
a program 
in which 
all executive 
officers in 
the Company’s 
Executive Leadership Team 
participate, which 
entitle each to a death benefit equal to 
100% of base salary in the year of 
death and 50% of base salary in each 
of the four 
years thereafter. 
“Beneficiary” shall mean 
the person designated by 
the Executive to receive 
benefits under this 
Agreement 
in a writing filed by the Executive with the Company’s human resources department before the Executive’s death or, if the 
Executive 
fails 
to 
designate 
a 
beneficiary 
or 
the 
designated 
beneficiary 
predeceases 
the 
Executive, 
the 
Executive’s 
Beneficiary shall be his surviving spouse or, if the Executive has no surviving spouse, his estate. 
c. 
Disability of Executive. 
If the Executive is unable to perform his 
duties hereunder by reason of disability 
as defined in the Company’s Long-Term Disability Plan (“Disability”), then the Board shall have the right to terminate the 
Executive’s 
employment upon 
30 days 
prior written 
notice to 
the Executive 
at any 
time during 
the continuation 
of such 
Disability. 
In 
the 
event 
the 
Executive 
is 
terminated 
pursuant 
to 
this 
Section 
8(c), 
the 
Company 
shall 
not 
thereafter 
be 
obligated to 
make any 
further payments 
under this 
Agreement except 
for amounts 
accrued as 
of the 
date of 
such termination, 
and except that the Executive shall receive 
supplemental disability payments. 
Such supplemental disability payments 
shall 
be paid to the Executive after the Executive’s Separation from Service at the same time that disability payments are due to 
be paid 
to the 
Executive under 
the 
Company’s 
Long-Term 
Disability Plan 
and each 
such payment 
shall be 
equal to 
the 
excess 
of 
(a) 
the 
amount 
that 
would 
be 
payable 
under 
the 
Company’s 
Long-Term 
Disability 
Plan 
(disregarding 
any 
withholding) if the 
Executive elected a 
benefit of 50% 
of applicable pay 
and such plan 
did not limit 
the dollar amount 
of 
periodic payments thereunder, over (b) the amount 
that would be payable under 
the Company’s Long-Term Disability Plan 
(disregarding any withholding) 
if the 
Executive elected a 
benefit of 50% 
of applicable pay. 
The “Company’s 
Long-Term 
Disability Plan” shall 
mean the long-term 
disability plan maintained 
by the Company 
for employees generally; 
provided, 
however, that if the Company does not maintain such a long-term disability plan at the time of the Executive’s termination 
under this 
Section 8(c), or 
terminates such 
plan after the 
Executive’s 
termination of employment 
but before 
all disability 
payments 
have 
been 
paid 
to 
the 
Executive 
under 
the 
terms 
of 
such 
plan 
as 
in 
effect 
prior 
to 
its 
termination, 
(x) 
the 
“Company’s Long-Term Disability Plan” 
shall mean 
the long-term 
disability plan 
most recently 
maintained by 
the Company 
for 
employees 
generally, 
and 
(y) 
the 
amount 
determined 
under 
subsection 
(b) 
shall 
equal 
zero 
dollars 
($0). 
Such 
supplemental disability payments shall be payable from the Company’s general assets or, if the Company so elects, from a 
supplemental disability policy purchased by the Company. 

“Separation from Service”
 
means your separation 
from service with 
Quaker Houghton and 
its affiliates within 
the 
meaning of Treas. Reg. §1.409A-1(h) or any successor thereto. 
 
“Cause”
 
means your 
employment with 
Quaker Houghton 
has been 
terminated by 
reason of 
(i) your 
willful and 
material breach of this Agreement (after having received notice thereof and a reasonable opportunity to cure 
or correct) or 
the Company’s 
policies, (ii) 
dishonesty, 
fraud, willful 
malfeasance, gross 
negligence, or 
other gross 
misconduct, in 
each 
case 
relating 
to 
the 
performance 
of 
your 
duties 
hereunder 
which 
is 
materially 
injurious 
to 
Quaker 
Houghton, 
or 
(iii) 
conviction of or plea of guilty or nolo contendere to a felony. 
“Payment Date”
 
means (x) the 60th day after your Separation from Service 
or (y) if you are a specified employee 
(as defined 
in 
Treas. 
Reg. §1.409A-1(i)) 
as of 
the date 
of your 
Separation from 
Service, and 
the severance 
described in 
subsection (b) is 
deferred compensation subject 
to section 
409A of the 
Code, the 
first business day 
of the 
seventh month 
following the 
month in 
which your 
Separation from 
Service occurs. 
If the 
Payment Date 
is described 
in clause 
(y), the 
amount paid on 
the Payment Date 
shall include all 
monthly installments that 
would have been 
paid earlier had 
clause (y) 
not been applicable, plus interest at 
the Wall 
Street Journal Prime Rate published in the 
Wall 
Street Journal on the date of 
your Separation from Service (or the previous business day if 
such day is not a business day), for the 
period from the date 
payment would have been made had clause (y) not been applicable through 
the date payment is made. 






 

 

 

 

 

 

 

5 
“Release”
 
means 
a 
release 
(in 
a 
form 
satisfactory 
to 
Quaker 
Houghton) 
of 
any 
and 
all 
claims 
against 
Quaker 
Houghton and all related parties 
with respect to all matters arising 
out of your employment with Quaker 
Houghton, or the 
termination thereof (other than for claims for any entitlements under the terms of this Agreement or any plans or programs 
of Quaker Houghton under which you 
have accrued a benefit) that Quaker 
Houghton provides to you no 
later than ten days 
after your Separation from Service. 
If a release is not provided to 
you within this time period, the 
severance shall be paid 
even if you do not sign a release. 
9. 
Indemnification 
Quaker 
Houghton 
shall 
defend 
you 
and 
hold 
you 
harmless 
to 
the 
fullest 
extent 
permitted 
by 
applicable 
law 
in 
connection 
with 
any claim, 
action, 
suit, investigation 
or 
proceeding arising 
out 
of 
or 
relating to 
performance by 
you 
of 
services for, or actions of you 
as a director, officer, 
or employee of Quaker Houghton or any parent, subsidiary or affiliate 
of 
Quaker Houghton, 
or 
of 
any other 
person or 
enterprise at 
Quaker Houghton’s 
request. 
Expenses incurred 
by you 
in 
defending such a claim, action, 
suit or investigation or 
criminal proceeding shall be paid 
by Quaker Houghton in advance 
of 
the 
final 
disposition thereof 
upon 
the 
receipt 
by 
the 
Company 
of 
an 
undertaking 
by 
or 
on 
your 
behalf 
to 
repay 
said 
amounts unless it shall ultimately be determined that you are 
entitled to be indemnified hereunder; provided, however, that 
this shall not apply to a nonderivative action commenced by Quaker Houghton 
against you. 

10. 
Governing Law. 
 
The provisions of this Agreement shall be construed in accordance with 
the laws of the Commonwealth of 
Pennsylvania without reference to principles of conflicts of laws. 
11. 
Miscellaneous 
This Agreement 
and the 
Change in 
Control Agreement 
to which 
you are 
a party, 
constitute the 
entire integrated 
agreement concerning 
the subjects 
covered herein. 
In case 
any provision 
of 
this Agreement 
shall be 
invalid, illegal, 
or 
otherwise unenforceable, the validity, legality, 
and enforceability of the remaining provisions shall not thereby be affected 
or impaired. 
You may not assign any of your rights or obligations under this Agreement without Quaker Houghton’s prior 
written consent. 
Quaker Houghton may assign this Agreement in its discretion, including to any affiliate or upon a sale of 
assets 
or 
equity, 
merger 
or 
other 
corporate 
transaction; 
provided 
that 
Quaker 
Houghton 
obtains 
the 
assignee’s 
written 
commitment to honor the 
terms and conditions contained herein. 
This Agreement shall be 
governed by, 
and construed in 
accordance with, the laws of the Commonwealth of 
Pennsylvania without regard to any conflict of laws. 
This Agreement 
shall be binding 
upon you, your heirs, 
executors, and administrators and 
shall inure to the 
benefit of Quaker Houghton as 
well as 
its successors 
and assigns. 
In the 
event of 
any overlap 
in the 
restrictions contained 
herein, including 
Sections 4 
and/or 5 above, with similar 
restrictions contained in any other agreement, such 
restrictions shall be read together so 
as to 
provide the broadest restriction possible. 
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. 
WITNESS: 
QUAKER CHEMICAL CORPORATION 
DBA QUAKER HOUGHTON 
/s/ Robert T. Traub 05/31/2022 
/s/ Andrew E. Tometich 05/24/2022 
Robert T. Traub 
Andrew E. Tometich 
WITNESS: 
/s/ Robert T. Traub 05/31/2022 
/s/ Melissa Leneis 05/24/2022 
Robert T. Traub 
Melissa Leneis 






6 
ADDENDUM 1 
Base Salary: 
Your 
salary will be payable on a bi-weekly basis at the rate of 

$17,500, which is annualized at $455,000. 
You 
will be eligible for your 
next salary increase 
in 2023. 
Annual and Long- 
Term 
Bonuses: 
For your position, you are 
eligible to participate in the 
Annual Incentive Plan (“AIP”) with 
a 
target award percentage 
for 2022 full 
year of 65% 
of your base 
salary, dependent upon Quaker 
Houghton’s financial results and personal objectives to be determined. 
You 
will be eligible 
to participate in 
the 2022-2024 
Long-Term 
Incentive Plan (“LTIP”) 
for 
the full year 
of 2022. 
Your award for the 2022-2024 
performance period 
includes an 
even mix 
of time-based restricted 
stock, stock options, 
and target performance 
stock units (PSU’s). 
The 
value, at a target level is $600,000. 

All 
incentive 
compensation 
awards 
are 
made 
at 
the 
Company’s 
discretion, 
are 
subject 
to 
change, 
and 
require 
the 
approval 
of 
the 
Company’s 
Compensation 
and 
Human 
Resources 
Committee. 
Special One-time 
Grants: 
You will be provided a one-time equity award within 7 days of 
your start date equaling a cash 
value at 
time of 
grant of 
$1,000,000 in 
order to 
offset the 
equity that 
will expire 
upon your 
accepting employment 
with Quaker 
Houghton. 
Such award 
will be 
provided as 
time-based 
restricted stock with cliff vesting 
one year from the date of 
grant. Such payment is subject to 
a claw-back and 
must be repaid 
to the Company 
if you voluntarily 
terminate your employment 
with Quaker Houghton for 
any reason other 
than cause within 
the first two 
(2) years of 
your 
tenure with Quaker 
Houghton. Further, 
if you terminate 
for cause or 
if you are 
involuntarily 

terminated by Quaker Houghton for any reason other than cause, no clawback 
will apply. 

You 
will be 
provided a 
one-time cash 
award equaling 
$300,000 in 
order 
to offset 
the cash 
bonus opportunity that will 
expire upon your 
accepting employment with Quaker Houghton. 

Such award will be 
cash and will 
be paid out 
in two equal installments 
of $150,000 upon 90 
days 
of employment 
and 180 
days of 
employment, respectively. 
Such cash 
award must 
be 
repaid 
to 
the 
Company 
if 
you 
terminate 
your 
employment 
with 
Quaker 
Houghton 
for 
any 
reason other than 
cause within the 
first two (2) 
years of your 
tenure with Quaker 
Houghton. 

Further, if you terminate 
for cause or if 
you are involuntarily 
terminated by Quaker 
Houghton 
for any reason other than cause, no clawback will apply. 
Financial Planning: 
You 
will be eligible to be reimbursed for up to $3,500 per calendar year for 
expenses 
incurred for financial planning and/or tax preparation. 
Benefits: 
Quaker Houghton offers a 
Flexible Benefits Program 
that is subject 
to change. 
This gives you 
the opportunity 
to choose 
from a 
variety of 
options creating 
a customized 
benefits package. 

The following 
benefits are 
currently part 
of the 
program. 
In each 
of these 
areas, you 
are offered 
a range 
of options 
so you 
may choose 
the ones 
that make 
the most 
sense for 
your personal 
situation. 
●
Medical 

●
Dental 

●
Life & AD&D Insurance 
●
Long-term Disability 
●
Health Care and Dependent Care Flexible Spending Accounts (FSAs) 
●
The Company is reviewing a non-qualified deferred compensation 
plan, which if adopted 
will be part of your overall benefits package. 






7 
In 
addition 
to 
these 
flexible benefits, 
Quaker 
Houghton 
also 
currently 
offers 
the 
following 
benefit plans: 
 
Retirement Savings Plan (401K) 
Vacation 
/ Holidays: 
You 
will be eligible for 25 PTO days per calendar year while you are working in the U.S. 
You 
will begin to accrue an additional 5 days of PTO per calendar year when you 
meet the 
next service level as defined in the plan. 
In addition, you will be eligible to be paid for 
regional holidays. 
Unused vacation days will not roll over from year to year, unless 
applicable law requires otherwise.