Exhibit 10.2
AMENDMENT NO. 3 TO EMPLOYMENT
AGREEMENT
THIS AMENDMENT NO. 3 TO EMPLOYMENT
AGREEMENT (this “ Amendment ”) is made
and entered into as of January 2, 2009, by and between FTI
Consulting, Inc., a Maryland corporation (“
Company ”), and Dennis J. Shaughnessy (“
Executive ”).
W I T N E S
S E T H :
WHEREAS, Company and Executive
entered into an Employment Agreement dated September 20, 2004,
which was amended by Amendment No. 1 thereto dated as of
April 23, 2007, and Amendment No. 2 thereto dated as of
December 31, 2008 (collectively, the Employment Agreement and
Amendment No. 1 and Amendment No. 2 thereto, are referred
to herein as the “ Agreement ”);
and
WHEREAS, Company and Executive
desire to further amend certain terms and conditions of the
Agreement as set forth herein.
NOW, THEREFORE, in consideration of
the mutual covenants set forth in this Amendment, Company and
Executive hereby agree as follows:
1. Term of Employment .
Section 2(a) “ Term of Employment ” of the
Agreement is hereby amended and restated in its entirety as
follows:
“Employment Term
. Executive’s full-time
employment under this Agreement will begin as of October 18,
2004 (the “ Effective Date ”) and
continue for a term to and including January 2, 2012 (the
“ Employment Term ”) or such earlier date
as Executive’s employment terminates under
Section 9.
2. Annual Salary and Transition
Payment . Section 4(b) “During the Transition
Period” of the Agreement is hereby amended to provide that
during the Transition Period, in lieu of Base Salary, the amount
that the Company will pay or cause to be paid to Executive in cash,
in periodic installments not less frequently than monthly, will be
$700,000 (the “ Transition Payment ”) for
each year of the Transition Period.
3. Equity Grant .
Section
