AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • July 26th, 2011 • Trustwave Holdings, Inc. • Services-prepackaged software
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”), dated as of June 1, 2011 and shall be effective as of April 1, 2011, (the “Effective Date”) is by and between Trustwave Holdings, Inc., a Delaware corporation (“Holdings” or the “Company”) and Robert McCullen (the “Executive”).
NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE TRUSTWAVE HOLDINGS, INC. 2011 CASH AND EQUITY INCENTIVE PLAN * * * * *Non-Qualified Stock Option Agreement • July 26th, 2011 • Trustwave Holdings, Inc. • Services-prepackaged software • Delaware
THIS NON-QUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Trustwave Holdings, Inc., a corporation organized in the State of Delaware (the “Company”), and the Participant specified above, pursuant to the Trustwave Holdings, Inc. 2011 Cash and Equity Incentive Plan, as in effect and as amended from time to time (the “Plan”), which is administered by the Committee; and
Trustwave Holdings Inc.Trustwave Holdings, Inc. • July 26th, 2011 • Services-prepackaged software
This letter shall confirm our agreement that you have agreed, subject to the terms hereof, to consent, and you will take all such necessary action to effect, (i) the conversion of all of the respective shares of the Series A Preferred Stock (the “Preferred Stock”) of Trustwave Holdings, Inc., a Delaware corporation (the “Company”) of which you are a beneficial owner into shares of the Company’s Common Stock on a share-for-share basis in connection with the initial public offering of the Company’s Common Stock in the manner and as contemplated by the Company’s Registration Statement on Form S-1 (SEC No. 333-173661) (the “IPO”) and (ii) an amendment to that certain Stockholders’ Agreement, dated as of March 14, 2005, by and among the Company and the investors named therein, as amended to the date hereof, and to the certain Investor Rights Agreement, dated March 14, 2005, by and among the Company and the investors named therein, as amended to the date hereof, to provide in each case that
