Exhibit 10.21
July 14, 2005
Ivy Ang
Dear Ivy:
I am pleased to offer you the position of Vice
President of Human Resources for Novacea effective August 1,
2005 reporting to me. You will be responsible for human resources
and organizational development. As we are a dynamic organization,
you may also be involved in other matters to which you can lend
your expertise.
Your base compensation will be $6,270.83 per pay
period (semi-monthly) which equates to $150,500.00 annualized for
70% time ($215,000 on a full time basis). 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 $20,000.00 following your
effective date of hire. If you voluntarily leave the Company within
one year of your hire date, you will be required to immediately pay
back this lump sum amount to the Company. Subject to the approval
of the Board of Directors, you will be issued an option to purchase
220,000 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 are
