Exhibit 10.1
AMENDMENT TO
CRAWFORD &
COMPANY
THE GARDEN CITY GROUP,
INC.
EMPLOYMENT AGREEMENT FOR DAVID A.
ISAAC
THIS AMENDMENT is
made to the Crawford & Company The Garden City Group, Inc.
Employment Agreement for David A. Isaac, as of the 26
th
day of March, 2009
(the “Amendment”), by and among Crawford &
Company, a Georgia corporation (the “Company”), The
Garden City Group, Inc., a Delaware corporation wholly-owned by the
Company (“GCG”), and David A. Isaac
(“Executive”).
W I T N E S S E T H:
WHEREAS, the Company, GCG and
Executive entered into an Employment Agreement effective
January 1, 2006 (the “Employment Agreement”);
and
WHEREAS, the Company, GCG and
Executive desire to amend the Employment Agreement as set forth
below;
NOW, THEREFORE, the Employment
Agreement shall be modified as follows:
1. Section 4(b) shall be
deleted in its entirety and replaced with the following:
(b) Annual Incentive
Compensation . GCG will pay to Executive annual incentive
compensation under the Crawford & Company 2007 Management
Team Incentive Compensation Plan (or any successor plan), which
shall offer to Executive an opportunity to earn additional
compensation based upon performance. Unless otherwise increased by
the Compensation Committee of the Company’s Board of
Directors, this annual incentive opportunity shall entitle
Executive to annual incentive payments as follows:
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Payment Amount
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Required Annual
Performance
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Minimum
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$
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250,000
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(To be determined by
the Compensation Committee
of the Company’s Board of
Directors under the terms of
the Crawford & Company
2007 Management Team
Incentive Compensation Plan
or any successor plan
thereto)
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Target
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$
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400,000
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Maximum
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$
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600,000
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For performance between Minimum and
Target, or between Target and Maximum, straight-line interpolation
will apply. Payment of the annual incentive shall be required to be
made by March 15 of the calendar year
following the performance year;
provided, however, that if audited financial statements for the
performance year have not been prepared and completed by
March 15 of the following year due to unforeseeable
circumstances, the payment of the annual incentive shall be delayed
until 15 days after delivery of such audited financial statements;
provided, further, that any such payment will be in the form of a
single lump sum cash payment, and will be made no later than
December 31 of the year following the performance
year.
2. The provision of
Section 5(a)(ii) entitled “ Performance Goal
:” shall be deleted in its entirety and replaced with the
following:
Performance Goal
: Compound annual growth rate (CAGR)
in GCG’s pre-tax income in the 2006 – 2010 period.
Pre-tax income will be determined in the manner described below
(and subject to Section 4(e)), with growth measured comparing
the pre-tax income in each performance period
