Exhibit 99.2
October 5,
2009
PERSONAL
& CONFIDENTIAL
John C.
Corey
President and
Chief Executive Officer
Stoneridge,
Inc.
9400 E. Market
Street
Warren, Ohio
44484
Re:
Retention Award
Dear
John:
The Board of
Directors of Stoneridge, Inc. (the “Company”) has
decided that you should be provided with the compensation
enhancement as outlined in this letter agreement. The
intent of this additional compensation is to recognize your
positive contribution to the Company and to serve as a retention
incentive to remain with the Company as we mutually seeks to
improve Company performance.
1.
Retention Award Amount . Your award under this
letter agreement (the “Retention Award”) is the amount
of $640,000.
2.
Award Conditions . Each of the following
conditions must be satisfied in order for you to be entitled to
receive your Retention Award:
(a) You
shall have remained in the continuous employment of the
Company during the period from the date of this letter
agreement through October 5, 2010 (the “Retention Period
Date”); and
(b) You
shall have complied in all material respects with all of your
obligations under any employment or other agreement between you and
the Company, including this letter agreement, and any incentive
compensation plan of the Company in which you are a participant,
and all other material terms and conditions of your
employment.
If all of the
conditions set forth in this Paragraph 2 are satisfied, the Company
will pay you the Retention Award at the next regular payroll cycle
following the Retention Period Date.
3.
Termination of Employment . Notwithstanding
anything in this letter agreement to the contrary, if at any time
between the date of this letter agreement and the Re
