Exhibit 10.7
FIRST AMENDMENT
TO EXECUTIVE EMPLOYMENT AGREEMENT
This FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (the “First
Amendment”), is entered into as of September 28, 2007, by and between POZEN Inc. (the “Company”) and
John E. Barnhardt (“Executive”).
WITNESSETH:
WHEREAS, the Company and Executive entered into that certain Executive Employment Agreement
dated July 25, 2001 (the “Original Agreement”); and
WHEREAS, the Company and Executive desire to amend certain terms of the Original Agreement in
order to facilitate compliance with Section 409A of the Internal Revenue Code of 1986, as amended, and to add
a requirement that Executive execute a release in connection with termination of employment, all as set forth
below.
NOW, THEREFORE, in consideration of the foregoing and the provisions and mutual promises herein
contained and other good and valuable consideration, the parties hereby agree as follows:
1.
All capitalized terms that are not defined herein shall have the meanings ascribed to such terms in
the Original Agreement.
2.
Section 4(b) of the Original Agreement is hereby amended and restated in its entirety as follows:
“(b) Bonus . Executive shall be eligible to receive an annual cash incentive bonus of up to
forty percent (40%) of annual base salary, or such greater amount up to eighty percent (80%) of annual
base salary, as may be set by the Committee by March 31 of each year. The determination of the actual
bonus earned, if any, shall be at the sole discretion of the Committee and shall be based upon the
Committee’s assessment of Executive’s performance and the achievement of certain objectives which
shall be set by the Committee from time to time. Executive’s performance shall be evaluated by the
Committee on an annual basis, and the Committee shall adjust Executive’s salary in its sole
discretion. Nothing in this section shall be construed as guaranteeing Executive a bonus in any amount. If
an annual bonus is