Exhibit 10.1
80J - 756 - 2600 @ Amendm ent to Amended and Restated Employment Agreement This Am endmeni io Amended and Restated Einployinent Agreement (this “Amendment”j is hemby entemd into as of /ulj• 4, 2026 by and between Purple Innovation, Inc. (the '??ompany”) and Robert T. DeMartini (“you’), and c onstitute s a a amendment to your Amende d and Restated E mplo 3 men t Agrmment svith the Co mpa ny dated U arch 19, 2022, as amended January 26, 2024, ß4arch 12, 2025, July 23, 2025 and August 7. 2025 (w amcnded, j•our ‘Tmployment Agreement”). Other lan expr e ssly hm ein set for th, your Employmegt Agreement remains in full fome and effect without change. 1. You are eligible io e arn an ap=gregate cwh bonus e qval to $1,000,000 (“Retention Bonus”). You will cam and ves t in the Retention 8onus in the pementages set forth in the chart below if, subje ct to the specific exceptions set toah below, you remain continuously em ployed by the Company through the x•esting date set forth below correspondin g to each such percentage (each such date, a “Retenti ond onusVesting Date"), and neither you nor the Company have gii•en notice otyoar termination of employment at aay time prior to such Retention Bonus Vesting Date: 4300 N Chapel Ridge Ste 200, Lehl, UT 84043 191 I - 26fi&I l7glL 20% Reiention Bonw Vestin Date Dctober Sl, 2026 F ebmary28. ?027 June 30, 2027 Each vested portion of the Retention Borus will be paid to you in the Com pany'snormal payroll mn f ollowingthe Retention B onus Vesting Date subj ec t to ded uctionfor tav and other required w ithholdings. If be fore a Retention Bonus Ve sti ng Date (i) the Company terminates yow employment without Cause (as defmed in your Employment Agreement) and not due to your Disability (as defmed below) or (ii) or following a Change in Co ntrol(as defi n ed ir your Employment Agreement) you resign for Good Reaso n Jas defined in your Employment Agreement) and in eiiher case o?(iJ or (ii) yoa execute and do not revoke a general release of claims in the form provided by the C omp any no later than 60 days follou•ing your last day of employ ment (or such earlier time ss set fo8li in the general release), the Company will pay yo u the entire amount of the unpaid keteniion Bonus in the Company's first normal payroll ran following ihe date the geneml mlease is executed by you and irrevocable pumuant to its tennis. lf prior to a Retention Bonus Vesting Date your em ployment with ih e Company ends for a ny other reason, including without limitation your death, ie miinat io n bj' the Company
801 - 7S6 2600 @ 4100 N Chapel Rldgc. Ste. 200, Lehl, UN 0 3 5or tïause (as defined in yoar E<ç1oyment Agrecæcnt) or due to your Disability (as defined tt elow), or your resignation «vithout Good Rrason (as defined in your Einployment Agreemeel}, or yo u or the Compœy prov id e notice of your terrnination of employment (but cxcludin g the Company pœriding noiice to you of your temiioation of employmen t wiihout Cause (as defined in 3•our E mploy me ntAgrecment) and not due to your Disabilit y (as defined belo« - ), noti ce by you following a Change a Chang e in Conkol of your resignation for Good Reason or notice by y ou ofa Go od Leaver R4 iremœt Notice (as defined in Section 2 beloiv)}, yoa w ill not be e ligible for the pooion(s) of le Retenüon Bonus payable in respec t of mch or any fumre Reæntion Bonus Vesting Date. For purp os esof this leaer, the term “disability” means you qualify fo r disabili ty benefits under the Company's long - tern disability insurance policy, if such a polic3• is ten in ePect, or, if no such policy is then in e&est , then you are unable to perfom the essential fknctions of your Company position, aAer reasona b le accommodation by Ie Company, for a period of at least consecutive days or 180 days in ie aggregate during any per!od of 365 calendar days. 2. If you remain continuously employed by the Company until June 30, 2027, nei%er you nor the Company have giren notice of terminatioA your employment before then, and you give the Company at least six moms ad vanceivritien advisory' notice of your intention to r etire (“Good Leaver Re¥rement Notice”) on or afler June 30, 2027 (or such other date agreed to by you and the Company (by action ofAe Bond ofDirectom)) and you su b sequen tly retire on the retiremen t date agreed to by you and the Company’s Board of D i rectors , then • all of your time - based veaing long - term incentive awards then outstanding and unrested uould rest in accordance with the remaining schedu le v if you rema in employed for an additional twelve (12) months following your retirement date, and • all of your outstanding performance - based long - tem incentive awards then outstanding would be eligible to vest on a pm - ratabasis based on the period of time elapsed Aom the begiaaing of the performance period applicable to s uchawards to your retirement date relative to the len%h oFthe overall p crfonnancsperi od applicable to such awards, subject to actual perfomance being achieved at the same time as active Company emplo3 - ees with the same ty pe of incentiv e awards. 1 This “Good 1.eaver Retirement Notice” would be teniative and not binding on you or the Company u n til yo l l an d the Co mp a Jl y S B O ard o f D ir e ct O m agre e on a retirement date. If you relire before lhc date agrced to by you a nd the
purple R01 755 - 2600 @ 41jXt FI Chapel Ridge Ste 200 Lehi. UT B40a3 Cnmynn ’s I3nard of Director.s, ycu will not receive the additional benefits dc.scribcd in this Section 2. In addition to the terms and conditions set North above, each and every one of tho compensation anrl bcnefiM descried in Section I and 2 above are subject to your continued compliance, during nnd fcllo ’ing your employment. with Sections S, 6, 7, 8, 24 and 23 Of your Employment Agrccinent. and subject to forfeiture in the event of your breach. In addition all compensation and benefits described in this lstter are subject to forFeiNre or other pmalties pursuant to applicable law or any Company clawback policy. PURPl.E INNOVATION, INC. 4911 - 26S6 - I 176 \ I i ‘ o C ::iJ::y ts o d of D r U l y4, 2 2 6 Robert T. DeMartini