[EMPLOYMENT AGREEMENT](index=1&type=section&id=Exhibit%2010.3%20EMPLOYMENT%20AGREEMENT) This document outlines the comprehensive terms and conditions of employment between Secure Identity, LLC and Jennifer Hsu, covering compensation, duties, termination, and restrictive covenants [Introduction](index=1&type=section&id=Introduction) This Employment Agreement, dated February 20, 2025, is between Secure Identity, LLC (the "Employer") and Jennifer Hsu ("Executive"), outlining the terms and conditions of Executive's employment - The agreement is between Secure Identity, LLC and Jennifer Hsu[2](index=2&type=chunk) - The effective date of the agreement is **February 20, 2025**[2](index=2&type=chunk) [1. Employment](index=1&type=section&id=1.%20Employment) This section formally establishes the employment relationship between the Employer and the Executive under the terms and conditions specified in the Agreement - The Employer agrees to employ the Executive, and the Executive agrees to be employed by the Employer, subject to the Agreement's terms[2](index=2&type=chunk) [2. Term of Employment](index=1&type=section&id=2.%20Term%20of%20Employment) The Executive's employment term commences on March 31, 2025, and continues until terminated as per Section 5. Employment is contingent upon successful completion of a background check and onboarding process - The Commencement Date for Executive's employment is **March 31, 2025**[3](index=3&type=chunk) - The Agreement is null and void if the Executive fails to complete a background check with acceptable results and the Company's onboarding process prior to the Commencement Date[3](index=3&type=chunk) - Continued employment is contingent on successful completion of any required background checks[3](index=3&type=chunk) [3. Duties and Responsibilities](index=1&type=section&id=3.%20Duties%20and%20Responsibilities) The Executive will serve as Chief Financial Officer, performing customary duties and other assigned tasks, primarily from the New York, NY office. The Executive must devote full working time to the Company's business and comply with all applicable laws and company policies - Executive's initial position is **Chief Financial Officer (CFO)**[4](index=4&type=chunk) - Primary work location is the Company's office in New York, NY, with in-person work required[4](index=4&type=chunk) - Executive must devote full working time to the Company and comply with all applicable laws and Company policies[4](index=4&type=chunk) [4. Compensation and Benefits](index=2&type=section&id=4.%20Compensation%20and%20Benefits) This section details the Executive's compensation structure, including base salary, expense reimbursement, eligibility for various benefit plans, a discretionary annual bonus, and equity grants, along with relocation assistance [4.(a) Base Salary](index=2&type=section&id=4.(a)%20Base%20Salary) This subsection specifies the Executive's annual base salary Annual Base Salary | Compensation Type | Amount | | :---------------- | :----- | | Annual Base Salary | $500,000 | - Base Salary is subject to review by the Compensation Committee[6](index=6&type=chunk) [4.(b) Expense Reimbursement](index=2&type=section&id=4.(b)%20Expense%20Reimbursement) This subsection outlines the policy for reimbursing the Executive's business expenses - Executive will be reimbursed for ordinary and necessary business expenses in accordance with Employer's customary practices and policy[6](index=6&type=chunk) [4.(c) Benefit Plans, Fringe Benefits and Vacations](index=2&type=section&id=4.(c)%20Benefit%20Plans,%20Fringe%20Benefits%20and%20Vacations) This subsection details the Executive's eligibility for various employee benefit plans and vacation policies - Executive is eligible to participate in 401(k), medical, dental, life insurance, disability, and other employee benefit plans generally available to executives[6](index=6&type=chunk) [4.(d) Discretionary Annual Bonus Policy](index=2&type=section&id=4.(d)%20Discretionary%20Annual%20Bonus%20Policy) This subsection describes the Executive's eligibility for a discretionary annual bonus - Executive is eligible for a discretionary annual bonus under the Company's Bonus Policy[6](index=6&type=chunk) Annual Bonus Target Opportunity | Bonus Type | Target Opportunity | | :--------- | :----------------- | | Annual Bonus | 80% of Base Salary | - Payment of the Annual Bonus is contingent on continuous employment through the payment date and determined by the Compensation Committee[6](index=6&type=chunk) [4.(e) Equity Grants](index=2&type=section&id=4.(e)%20Equity%20Grants) This subsection details the Executive's eligibility for equity awards, including initial and future grants - Executive is eligible for Annual Equity Awards, typically comprising time-based and performance-based restricted stock units (RSUs), subject to Compensation Committee approval and continued employment[6](index=6&type=chunk)[7](index=7&type=chunk) [4.(e)i. 2025 RSU Award](index=3&type=section&id=4.(e)i.%202025%20RSU%20Award) This sub-subsection specifies the details of the Executive's 2025 Restricted Stock Unit (RSU) award 2025 RSU Award Grant Date Value | Award Type | Grant Date Value | | :--------- | :--------------- | | 2025 RSU Award | $1,750,000.00 | - The 2025 RSU Award will be granted on the first day of the month following the Commencement Date[8](index=8&type=chunk) - Time-based portion vests in three annual installments on February 27; performance-based portion cliff-vests on February 27, 2028[8](index=8&type=chunk) [4.(e)ii. Future Annual Equity Awards](index=3&type=section&id=4.(e)ii.%20Future%20Annual%20Equity%20Awards) This sub-subsection outlines the Executive's eligibility for subsequent annual equity awards - Executive is eligible for Annual Equity Awards in 2026 and later years, subject to continued employment, Plan terms, CEO discretion, and Compensation Committee approval[8](index=8&type=chunk) [4.(f) Sign-On Equity Award](index=3&type=section&id=4.(f)%20Sign-On%20Equity%20Award) This subsection details the Executive's one-time sign-on equity award Sign-On RSU Award Total Target Value | Award Type | Total Target Value | | :----------- | :----------------- | | Sign-On RSU Award | $550,000.00 | - The Sign-On RSU Award will be composed solely of time-based restricted stock units, vesting 1/3 per year over three years[8](index=8&type=chunk) - Grant is subject to Compensation Committee approval and execution of award agreements[8](index=8&type=chunk) [4.(g) Relocation Assistance](index=3&type=section&id=4.(g)%20Relocation%20Assistance) This subsection describes the relocation assistance provided to the Executive Relocation Assistance Amount | Assistance Type | Amount | | :-------------- | :----- | | Relocation Assistance | $50,000 | - Payment is conditioned upon relocation to a primary residence within a reasonable daily commute of Employer's New York, NY location by **August 1, 2025**[8](index=8&type=chunk) - Repayment is required if Executive fails to relocate by August 1, 2025, or terminates employment without Good Reason or is terminated for Cause before the first anniversary of the Commencement Date[9](index=9&type=chunk) [5. Termination of Employment](index=4&type=section&id=5.%20Termination%20of%20Employment) This section outlines various circumstances under which Executive's employment may be terminated, including death, total disability, termination by the Employer (with or without Cause), and termination by the Executive (with or without Good Reason). Upon termination, the Executive is deemed to resign from all Company positions - Upon termination, Executive is deemed to have resigned as an officer and fiduciary of any employee benefit plan, and relinquished any signing authority[10](index=10&type=chunk) [5.(a) Death](index=4&type=section&id=5.(a)%20Death) This subsection specifies the immediate termination of employment upon the Executive's death - Executive's employment terminates immediately upon death[12](index=12&type=chunk) [5.(b) Total Disability](index=4&type=section&id=5.(b)%20Total%20Disability) This subsection defines total disability and its implications for employment termination - Employer may terminate employment if Executive becomes 'Totally Disabled,' defined as being unable to perform full-time duties for **180 consecutive days**[12](index=12&type=chunk) [5.(c) Termination by the Employer for Cause](index=4&type=section&id=5.(c)%20Termination%20by%20the%20Employer%20for%20Cause) This subsection defines "Cause" for termination and the process for such termination - Cause includes indictment/conviction of certain crimes, deliberate refusal to perform duties, fraud/embezzlement, misconduct with material adverse effect, or material breach of the Agreement[12](index=12&type=chunk)[13](index=13&type=chunk)[14](index=14&type=chunk) - If curable, Executive must be given written notice and a **10-day period** to correct the issue[12](index=12&type=chunk)[13](index=13&type=chunk) [5.(d) Termination by the Employer without Cause](index=5&type=section&id=5.(d)%20Termination%20by%20the%20Employer%20without%20Cause) This subsection describes the Employer's right to terminate employment without cause - Employer may terminate employment without Cause at any time with written notice[14](index=14&type=chunk) [5.(e) Termination by Executive without Good Reason](index=5&type=section&id=5.(e)%20Termination%20by%20Executive%20without%20Good%20Reason) This subsection outlines the Executive's ability to terminate employment without good reason - Executive may terminate employment with at least **thirty (30) days'** advance written notice[14](index=14&type=chunk) - Employer may accelerate the termination date without it being considered a termination without Cause[

Core Insights - Ken Cornick, Co-Founder, President, and CFO of CLEAR, is stepping down from his executive roles and transitioning to an advisory position, having been instrumental in the company's growth from 190,000 members in 2010 to over 30 million members today [1][4] - Michael Barkin has been appointed as the new President of CLEAR, effective March 31, 2025, bringing extensive experience from his previous roles, including Executive Vice President and CFO at Vail Resorts [2][4] - Jen Hsu will take over as Chief Financial Officer, also effective March 31, 2025, with a strong background in corporate finance and investor relations from her time at Chewy, JPMorgan, and Goldman Sachs [3][4] Company Overview - CLEAR's mission focuses on creating frictionless experiences for its members, with a secure identity platform that enhances safety and ease in various environments, including travel and digital interactions [5] - The company emphasizes privacy, ensuring that members retain control over their information and that their data is not sold [5]

NEW YORK, Feb. 26, 2025 (GLOBE NEWSWIRE) -- Clear Secure, Inc. (NYSE: YOU), the secure identity platform, has posted a shareholder letter containing its 2024 fourth quarter and full year financial results on its Investor Relations website at https://ir.clearme.com. CLEAR will host a conference call to discuss those results at 8:00 AM (ET) today. Investors and analysts can access the live teleconference call by dialing toll-free 877-407-3089 for U.S. participants and +1-215-268-9854 for international partici ...

Core Insights - CLEAR has opened a new TSA PreCheck enrollment location at Plaza Las Américas in San Juan, Puerto Rico, marking its first non-airport site for this service [1][2][3] - The expansion of CLEAR's TSA PreCheck enrollment footprint aims to enhance consumer convenience by providing more locations and extended hours for enrollment and renewals throughout 2025 [2][3] - TSA PreCheck members enjoy expedited security screening, with 99% of members typically waiting less than 10 minutes at airport checkpoints nationwide [4][6] Company Overview - CLEAR is an authorized TSA PreCheck enrollment provider with over 27 million members and a mission to create frictionless experiences [7] - The company operates a growing network of enrollment locations, including 55 airport-based sites across the U.S. and select Staples stores [1][2][5] - CLEAR emphasizes privacy and data security, ensuring that members have control over their information [7] Location Details - The new enrollment site at Plaza Las Américas operates Monday to Saturday from 11 a.m. to 7 p.m. AST and Sunday from Noon to 7 p.m. AST [3] - Plaza Las Américas is the largest shopping center in the Caribbean, featuring over 300 retailers and services, and is strategically located near key transportation hubs [8][9]

Company Overview - Clear Secure (YOU) shares increased by 5.2% to $23.55, following a period of 7% loss over the past four weeks, indicating a significant recovery in stock performance [1] - The company is experiencing strong membership growth, increased TSA PreCheck enrollments, strategic enterprise partnerships, and enhanced operational efficiency, which are contributing to higher retention rates and free cash flow [1] Earnings Expectations - Clear Secure is projected to report quarterly earnings of $0.28 per share, reflecting a year-over-year increase of 64.7% [2] - Expected revenues for the upcoming quarter are $203.45 million, representing a 19% increase compared to the same quarter last year [2] Market Trends - The consensus EPS estimate for Clear Secure has remained stable over the last 30 days, suggesting that stock price movements may not sustain without changes in earnings estimate revisions [3] - Clear Secure holds a Zacks Rank of 3 (Hold), indicating a neutral outlook in the current market context [3] Industry Comparison - Clear Secure operates within the Zacks Internet - Software industry, where another company, Blend Labs (BLND), has also maintained a Zacks Rank of 3 (Hold) [3][4] - Blend Labs is expected to report an EPS of $0.01, which is a 114.3% increase from the previous year, but has not seen changes in its consensus EPS estimate over the past month [4]

Core Points - Clear Secure, Inc. declared a quarterly dividend of $0.125 per share and a special cash dividend of $0.27 per share, payable on March 18, 2025, to holders of record as of March 10, 2025 [1] - The dividends will be funded from cash distributions made by Alclear Holdings, LLC, which include mandatory tax distributions and discretionary distributions [2] - The Board authorized a $200 million increase to the existing Class A Common Stock share repurchase program, resulting in an aggregate remaining authorization of approximately $232 million after using approximately $68 million [3] Future Considerations - The declaration, timing, and amount of future dividends will depend on various factors including the Company's operational results, cash flows, financial position, capital requirements, and general business conditions [4] - The timing and actual number of shares repurchased will be determined by management based on stock price, trading volume, market conditions, and other business considerations [4] Company Overview - CLEAR's mission is to create frictionless experiences, with over 27 million members and a growing network of partners globally [5] - The identity platform aims to transform everyday experiences, ensuring members have control over their information and that member data is not sold [5]

Company Overview - Clear Secure, Inc. (NYSE: YOU) is a secure identity company focused on creating frictionless experiences for its members [3] - The company has over 27 million members and a growing network of partners globally [3] - CLEAR's identity platform aims to transform everyday experiences in travel, work, and leisure by enhancing security and ease of use [3] Financial Results Announcement - Clear Secure will report its financial results for the fourth quarter and full year ending December 31, 2024, on February 26, 2025, at approximately 6:00 a.m. ET [1] - A live webcast and teleconference to discuss the results will take place at 8:00 a.m. ET on the same day [1] Investor Access - Investors and analysts can join the live teleconference by calling toll-free 877-407-3089 for U.S. participants and +1-215-268-9854 for international participants [2] - A replay of the webcast will be available on the investor relations website after the event [2]

Group 1 - Clear Secure's stock closed at $23.13, reflecting a +0.57% change, outperforming the S&P 500's gain of 0.03% [1] - The company has experienced a 13.21% decline in stock price over the past month, while the Computer and Technology sector gained 2.31% and the S&P 500 increased by 4.19% [1] Group 2 - The upcoming earnings per share (EPS) for Clear Secure is projected at $0.28, indicating a 64.71% increase year-over-year [2] - Revenue is estimated to be $203.45 million, representing a 19% increase compared to the same quarter last year [2] Group 3 - Recent revisions to analyst forecasts for Clear Secure are important as they reflect short-term business trends and analysts' confidence in the company's performance [3] - The Zacks Rank system, which incorporates estimate changes, provides actionable ratings and has a history of outperforming the market [4][5] Group 4 - Clear Secure has a Forward P/E ratio of 18.02, which is a discount compared to the industry's average Forward P/E of 30.99 [6] - The Internet - Software industry, part of the Computer and Technology sector, ranks in the top 30% of all industries according to the Zacks Industry Rank [6]

Core Insights - CLEAR has announced the integration of its identity verification solution within Epic's "Identity Verification for MyChart" Toolbox, aimed at enhancing patient identity verification and security of health information [1][2][3] Integration and Benefits - The integration provides health systems with a turnkey solution for accurate, seamless, and secure patient identity verification processes, reducing administrative burdens and enhancing cybersecurity [2][5] - Over 290 million patients with electronic records in Epic can benefit from this integration, which simplifies account creation and recovery workflows through automated verification [3][5] - Health systems can customize verification flows with over 60 verification checks, including document-based identity verification, enhancing the consumer experience in healthcare [4] User Experience - Existing CLEAR users can verify their identity instantly using a selfie, while new users can enjoy a similar experience after a one-time setup [5] - The integration aims to streamline patient experiences, maximize security, and minimize friction in healthcare interactions [5][6] Security and Efficiency - The integration strengthens security at critical touchpoints like account creation and recovery, protecting patient data from cyber threats [7] - CLEAR's identity verification solution is designed to be implemented quickly without disrupting existing workflows, promoting operational efficiency [7] Market Context - In 2024, over 600 healthcare data breaches occurred in the U.S., with an average cost of $5 million per breach, highlighting the need for enhanced security measures in healthcare [5]

Company Overview - CLEAR is launching its identity verification technology at Portland International Airport (PDX), aiming to enhance travel experiences in Oregon [1] - The launch is expected to create 53 jobs and generate over $3 million annually in local economic impact [1] - CLEAR serves a total of 59 airports and has over 27 million members, providing expedited identity verification through dedicated lanes [2] Service Details - CLEAR Plus membership costs a little over $16 per month, with discounts available for certain airline members and military personnel [3] - Members can verify their identity using biometric data, such as eyes or fingerprints, which streamlines the security process at airports [2] Community Impact - The addition of CLEAR at PDX aligns with the city's commitment to consumer rights and responsible technology use, enhancing the traveler experience while respecting local policies [2] - The Port of Portland is focused on economic growth and accessibility, aiming to include underserved communities in the region's development [4]