Exhibit 10.1
ZYMEWORKS INC.
AMENDMENT #2 TO EMPLOYMENT AGREEMENT
This Amendment #2 to Employment Agreement (this “Amendment”) is made by and between Mr. Kenneth Galbraith
(“Employee”) and Zymeworks BC Inc. (formerly named Zymeworks Inc.), a corporation registered in the Province of British Columbia (the “Company”) (the “Parties”) on the date set forth below.
WHEREAS, Employee and the Company entered into an employment agreement dated January 5, 2022, and the Employee, the Company and
Zymeworks Management Inc. entered into an amendment to such employment agreement dated December 30, 2022 (such employment agreement, as amended, the “Employment Agreement”); and
WHEREAS, the Company and Employee have agreed to amend certain provisions of the Employment Agreement, as set forth below.
NOW, THEREFORE, for good and valuable consideration, the Parties agree that the Employment Agreement is hereby amended as follows:
1. The Employment Agreement is hereby amended as follows:
A. The third paragraph of Section 2.1 is amended to read as follows:
“The Employee’s principal place of employment will be at his home in the United Kingdom or another location within reasonable
commuting distance from his home in the United Kingdom as may be agreed to by the Company from time to time, although the Employee understands and agrees that he may be required to travel to Vancouver, BC, Seattle, WA, or otherwise from time to time
for business reasons (not to exceed 182 days per calendar year).”
B. Section 2.3(a) is amended to read as
follows:
“The Employee’s employment is conditional on him having, and at all times during his employment continuing to have, the
right to live and work for the Company in the country in which the Employee is residing (for clarity, within the United Kingdom). The Employee undertakes to notify the Company immediately if any such right to work ceases, or is reasonably expected
to cease during his employment with the Company and to immediately provide the Company with written details of changes to his personal circumstances or immigration status that might affect his immigration permission or the right to work evidence
that the Employee has provided previously to the Company.”
C. Section 3.6, “Expenses” is amended to
read as follows:
“Expenses. The Company will reimburse the Employee for all ordinary and necessary expenses incurred by the
Employee in the performance of the Employee’s duties under this Agreement, including reasonable travel and living expenses when Employee travels from his home to Vancouver, BC or Seattle, WA, as applicable, to fulfill his duties. In addition,
the Company will reimburse or otherwise pay for the reasonable airfare and lodging expenses (other than those directly paid for by the Company under Section 3.15) incurred by the Employee and his immediate family for one trip per calendar year
to Vancouver, BC or Seattle, WA. Reimbursement or payment of such expenses will be made in accordance with the Company’s policies.
