Exhibit 10.1
HOT TOPIC, INC.
PERFORMANCE SHARE AWARD
CANCELLATION AGREEMENT
T HIS P ERFORMANCE S HARE A WARD C ANCELLATION A GREEMENT (this “Agreement” ) is
made and entered into as of December 18, 2008, by and between
H OT
T OPIC , I NC ., a
California corporation (the “Company” ),
and [
] ( “Award Recipient” ).
R ECITALS
W HEREAS , in
March 2007 the Company granted to Award Recipient stock award units
which entitle the Award Recipient to receive up to the following
maximum number of shares (the “ Shares ”)
of the Company’s Common Stock upon the attainment of target
fiscal 2009 operating income for the Company (the “
Performance Award ”) pursuant to the
Company’s 2006 Equity Incentive Plan:
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Maximum Number of Shares Subject
to Performance Award
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W HEREAS , as
of the date of this Agreement, all Shares subject to the
Performance Award remain unissued and unearned, and it is not
expected that the minimum levels for the fiscal 2009 operating
income targets for the Company as a whole will be
attained.
W HEREAS , Award Recipient has voluntarily elected to
cancel the Performance Award in exchange for a payment from the
Company of $1.00 in the aggregate (the
“Consideration” ).
W HEREAS , other than the Consideration, the Award
Recipient has not received, and will not receive, any additional
consideration in exchange for the cancellation of the Performance
Award.
A GREEMENT
In consi
