Exhibit 10.1
AMENDMENT TO
AMENDED AND RESTATED EXECUTIVE
EMPLOYMENT AGREEMENT
THIS AMENDMENT (the
“Amendment”), dated effective as of September 22,
2005, is made and entered into to amend the Amended and Restated
Executive Employment Agreement, dated as of March 1, 2002 (the
“Employment Agreement”), by and between
Christopher & Banks Corporation, a Delaware corporation
(the “Company”), and Joseph E. Pennington (the
“Executive”).
WITNESSETH:
WHEREAS, the Company and the
Executive entered into the Employment Agreement which provides for
a four-year term ending on February 28, 2006; and
WHEREAS, the Company desires to
continue to employ the Executive beyond the initial four-year term
and the Executive wishes to accept such continued employment with
the Company upon the terms and conditions set forth in this
Amendment.
NOW, THEREFORE, in consideration of
the foregoing and the mutual agreements herein contained, the
Company and the Executive agree as follows:
1.
Amendment . The Employment Agreement shall be
amended as provided in this Amendment. Capitalized terms not
otherwise defined herein shall have the meanings ascribed to them
in the Employment Agreement.
2.
Term . Section 2.1 of the Employment
Agreement is hereby deleted in full and replaced as
follows:
“2.1
Unless terminated at an earlier
date as otherwise provided herein, the term of the
Executive’s employment hereunder shall be for a period ending
on August 31, 2006.”
3.
Duties . Section 3.1 of the Employment Agreement is
hereby amended by inserting the following at the end of the
paragraph:
“The parties acknowledge
that from March 1, 2006 to August 31, 2006, Executive
intends to fulfill his duties, in part, from Denver, Colorado;
provided however, Executive shall continue to spend at least fifty
percent of Executive’s time at the Corporation’s
headquarters.”
4.
Compensation
. The first paragraph after
the table at the beginning of Section 4.1 of the Employment
Agreement which discusses the Executive’s annual base salary
after February 28, 2006 shall be deleted in full and replaced
as follows:
EXECUTION COPY — PENNINGTON
