On June 29, 2017, DLH Holdings Corp. (“DLH” or the “Company”) entered into a new employment agreement with Kathryn M. JohnBull, its Chief Financial Officer and Treasurer. The new employment agreement with Ms.JohnBull is effective as of June 25, 2017 and will expire September30, 2020. The following is a summary of the terms of the new employment agreement with Ms.JohnBull, which summary is qualified in its entirety by reference to the full text of such agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K.

Ms.JohnBull will continue to serve as the Chief Financial Officer and Treasurer of DLH Holdings Corp. Under the employment agreement, she will receive a base salary at the initial rate of $318,750 per annum and be eligible to receive an annual bonus of up to 70% of base salary for each fiscal year of employment based on performance targets and other key objectives established by the Management Resources and Compensation Committee of the board of directors (the “Committee”). During the term of the agreement, she shall also be eligible to receive equity or performance awards to any long-term incentive compensation plan adopted by the Committee or the board of directors.

In the event of the termination of Ms.JohnBull’s employment by us without “cause” or by her for “good reason”, as such terms are defined in the employment agreement, she would be entitled to: (a)a severance payment of 12 months of her base salary; (b)continued participation in our health and welfare plans for up to 18months; and (c)all accrued but unpaid compensation. Subject to limitation to avoid the imposition of the excise tax imposed under the Internal Revenue Code of 1986, if within 90days of a “change in control” (as defined in the new employment agreement) either Ms. JohnBull’s employment is terminated, orher title, position or responsibilities are materially reduced and she terminates her employment, the Company shall pay and/or provide to her (i)a payment of 150% of her base salary; (ii)continued participation in our health and welfare plans; and (iii)all accrued but unpaid compensation. In the event of death, her estate would be entitled to receive all compensation accrued but not paid as of the termination date, continued participation in our health and welfare plans, and an additional amount based on the maximum bonus she had an opportunity to earn, pro-rated by the number of days elapsed from the start of the fiscal year to the termination date. Ms. JohnBull’s new agreement did not otherwise modify any of the other payments or benefits to which she was entitled under her prior employment agreement in the event of a termination of her employment due to disability, termination without cause or following the expiration of the term of the employment agreement. to the employment agreement, Ms.JohnBull remains subject to customary confidentiality, non-solicitation, and non-competition obligations that survive the termination of the agreement.

The following exhibit is attached to this Current Report on Form8-K:

DLH Holdings Corp. Exhibit
EX-10.1 2 exhibit101-johnbulleeagree.htm EXHIBIT 10.1 Exhibit Exhibit 10.1EMPLOYMENT AGREEMENTTHIS AGREEMENT is by and between Kathryn M. JohnBull (the “Employee”) and DLH HOLDINGS CORP.,…
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