EXHIBIT 10.105
April 26, 2005
Confidential
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Marshall A. Loeb
200 Sawbridge Drive
Ridgeland, Mississippi 39157
Dear Marshall:
This letter replaces and supersedes the
letters I sent previously. On behalf of
Glimcher Realty Trust (the "Company"), I am
pleased to offer you the position of
Executive Vice President, Chief Operating
Officer, pursuant to the provisions
outlined below. I am confident that you
will find your employment experience
with our company very challenging and
rewarding.
START DATE:
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Your first day in the position will be
mutually agreed upon but will be no later
than May 16, 2005. In consideration for the
stock grant and bonus you will
forfeit at your current employer, the 2005
annual bonus, stock option and stock
grant will not be pro-rated.
SALARY:
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Your annual salary will be $350,000.
BONUS:
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In your position as Executive Vice
President, Chief Operating Officer, which
position would be considered an executive
officer of the Company, you will be
entitled to participate in the Company's
Senior Executive and Management Bonus
Program, as same may be established and
modified from time to time by the
Executive Compensation Committee of the
Board of Trustees of the Company. By way
of example, in 2004, the person occupying
this position was eligible for a bonus
equal to 30% of the annual salary upon
achievement of the earnings target.
STOCK OPTIONS:
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You will be eligible to participate in the
Company's stock option plan as same
may be established and modified from time
to time by the Board of Trustees of
the Company. When you begin employment, you
will be granted 25,000 stock
options. In addition, option grants will be
made annually each March at the
discretion of the Board of Trustees of the
Company. Options are granted at fair
market value on the grant date as
determined in accordance with the plan.
Options vest ratably over three years and
expire ten years after the grant date.
<PAGE>
Confidential
------------
Marshall A. Loeb
April 26, 2005
Page 2
RESTRICTED STOCK:
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Upon commencement of your employment, 8,333
shares of restricted stock will be
issued to you. You will have the benefit of
receiving dividends attributable to
these shares upon their issuance, but they
will not become vested and
unrestricted until 36 months after their
issuance. In addition, it is
anticipated that restricted stock grants
will be made annually at the discretion
of the Company.
GROUP BENEFITS: (Medical, Dental, Life,
Disability)
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The effective date of your group benefits
will be the first of the month
following your date of hire. We will
provide a copy of the benefit summary when
you begin your
