Exhibit 10.20
[Company Letter
Head]
March 7, 2005
Fong Wang Clow, D.Sc.
Dear Fong:
I am pleased to offer you the position of Vice
President of Biometrics and Strategic Design for Novacea effective
March 14, reporting to me as President and CMO. Your position
responsibilities for the first 3-6 months are delineated on
Attachment A. A “Career Development Plan” is also
outlined on Attachment B.
Your base compensation will be $10,416.67 per
pay period (semi-monthly) which equates to $250,000.00 annualized.
Your annual bonus opportunity will be up to 20% of your earned base
compensation based upon company performance and individual
performance objectives to be agreed upon mutually. In addition, you
will be paid a one-time, sign-on bonus of $25,000.00 following your
effective date of hire. Subject to the approval of the Board of
Directors, you will be issued an option to purchase 400,000 shares
of the Common Stock of the Company with vesting over four years:
25% at the end of 12 months and then monthly thereafter. A copy of
the Incentive Stock Option Agreement and the Company’s
standard form of Optionee Restriction Agreement will be provided
after approval by the Board.
Effective with your hire date, you will be
eligible to earn twenty-one (21) Paid Time Off or PTO days,
accruing every pay period and subject to a maximum balance of 37
days, as well as all company paid holidays. We arc enclosing a copy
of the 2005 Your Benefits overview. Please note that fringe
benefits established by the Company and approved by the Board,
which currently include medical, dental, vision, life/AD&D and
disability benefits, start on the first of the mo
