8-K
Owlet, Inc. (OWLT)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________
FORM 8-K
____________________________
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): April 3, 2026
____________________________
OWLET, INC.
(Exact name of registrant as specified in its charter)
____________________________
| Delaware | 001-39516 | 85-1615012 | |||
|---|---|---|---|---|---|
| (State or other jurisdiction<br>of incorporation) | (Commission<br>File Number) | (I.R.S. Employer<br>Identification No.) | 2940 West Maple Loop Drive, Suite 203<br><br>Lehi, Utah | 84048 | |
| --- | --- | ||||
| (Address of principal executive offices) | (Zip Code) |
(844) 334-5330
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
____________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br><br>Symbol(s) | Name of each exchange<br><br>on which registered |
|---|---|---|
| Class A Common Stock, $0.0001 par value per share | OWLT | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.o
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 3, 2026, the Board of Directors (the “Board”) of the Owlet, Inc. (the “Company”) appointed Kurt Workman as President and Chief Executive Officer effective April 6, 2026 (the “Effective Date”) to succeed Jonathan Harris in these positions. As a result of these changes, Mr. Workman will serve as the president and as the principal executive officer of the Company. Mr. Workman will cease serving as Executive Chairman of the Board but will remain a director of the Board.
There are no family relationships, as defined in Item 401 of Regulation S-K, between Mr. Workman and any of the Company’s executive officers or directors or persons nominated or chosen by the Company to become a director or executive officer. There are no transactions in which Mr. Workman has an interest requiring disclosure under Item 404(a) of Regulation S-K. There is no arrangement or understanding between Mr. Workman and any other person pursuant to which Mr. Workman was appointed as an officer of the Company. Mr. Workman’s biographical information is set forth in the Company’s Definitive Proxy Statement on Schedule 14A filed on September 10, 2025, and such information is incorporated herein by reference.
Jonathan Harris’ Separation Agreement
On April 3, 2026, in connection with Mr. Harris’ separation from the Company, the Company and Mr. Harris entered into a Separation and Release Agreement (the “Separation Agreement”). Under the Separation Agreement, in exchange for a release of claims, Mr. Harris will receive twelve months of continued base salary payments, a prorated 2026 bonus to be paid based on actual performance and accelerated vesting of all of Mr. Harris’ outstanding equity awards.
Compensatory Arrangements with Kurt Workman
On April 3, 2026, in connection with Mr. Workman’s appointment as President and Chief Executive Officer, the Company entered into an Employment Offer Letter Agreement with Mr. Workman (the “Offer Letter”). Under the Offer Letter, Mr. Workman (i) will receive an annual base salary of $500,000 and (ii) is eligible to earn an annual cash performance bonus target equal to 70% of his annual base salary, with the actual bonus amount to be determined by the Compensation Committee based on Company and individual performance.
Mr. Workman will be a Tier 1 participant under the Company’s Executive Change in Control Severance Plan. If his employment is terminated by the Company without Cause or by Mr. Workman for Good Reason (as such terms are defined in that plan), he will be eligible, subject to the timely delivery of a general release of claims, to receive: (i) continued payment of base salary for 12 months following termination; (ii) a prorated bonus for the year of termination based on actual results and days worked; and (iii) immediate vesting of all outstanding unvested equity awards.
Mr. Workman will also be eligible to participate in the Company’s broad-based employee benefit plans.
The foregoing descriptions of the Separation Agreement and the Offer Letter do not purport to be complete and are qualified in their entirety by reference to the full text of such agreements, copies of which are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit<br>No. | Description |
|---|---|
| 10.1 | Separation and Release Agreement, dated April 3, 2026, between the Company and Jonathan Harris |
| 10.2 | Employment Offer Letter Agreement, dated April 3, 2026, between the Company and Kurt Workman |
| 104 | Cover Page Interactive Data file (the cover page XBRL tags are embedded within the Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Owlet, Inc. | ||
|---|---|---|
| Date: April 6, 2026 | By: | /s/ Amanda Crawford |
| Name: | Amanda Crawford | |
| Title: | Chief Financial Officer |
a101separationandrelease
1 US-DOCS\170040281.3 SEPARATION AND RELEASE AGREEMENT 1. Parties and Background. This Separation and Release Agreement (“Agreement”) between you, Jonathan Harris (“You”, “you” or “your”), and Owlet, Inc. (“Parent” and, collectively with its subsidiaries, “Owlet”) is entered into effective as of the eighth (8th) day following the date you sign this Agreement without revocation (the “Effective Date”). Your employment with Owlet will end on the Separation Date (as defined below) and you and Owlet want to end the employment relationship amicably and establish the obligations of the parties, including all amounts due and owing to you. 2. Separation Date. You acknowledge that your last day of employment with Owlet will be April 6, 2026 (the “Separation Date”). Your status as an officer of each of Parent and its subsidiaries will end effective as of the Separation Date. You hereby agree to execute such further documents as shall be determined by Owlet as necessary or desirable to give effect to the termination of your status as a director and officer of Parent and its subsidiaries as of the Separation Date; provided that such documents shall not be inconsistent with any of the terms of this Agreement. 3. Accrued Obligations. As soon as administratively practicable on or after the Separation Date, Owlet will pay you all accrued but unpaid base salary and all accrued and unused vacation earned through the Separation Date, subject to standard payroll deductions and withholdings. Owlet will also reimburse you for all outstanding business expenses incurred prior to the Separation Date that are consistent with Owlet’s policies in effect from time to time, subject to Owlet’s requirements with respect to reporting and documenting such expenses. You are entitled to these payments regardless of whether you execute this Agreement. 4. Separation Benefits and Acknowledgements. If (i) you sign this Agreement between the Separation Date and the twenty-first (21st) day after you receive this Agreement and do not revoke this Agreement within seven (7) days after signing it and (ii) you continue to comply with the terms of this Agreement and that certain Proprietary Information and Inventions Agreement between you and Owlet (the “Confidentiality Agreement”), you will receive the following separation benefits: ● During the period beginning on the Separation Date and ending on the first anniversary thereof, Owlet shall continue to pay your base salary at the rate in effect as of immediately prior to the Separation Date, for an aggregate total of $500,000, minus applicable federal and state withholding taxes, in accordance with Owlet’s usual payroll practice. Owlet will begin making these payments on the first regular payroll date which occurs at least ten (10) business days after the Effective Date of this Agreement, with the first installment including any amounts that would have been paid had this Agreement been effective and irrevocable on the Separation Date. ● Owlet shall pay you a prorated annual bonus for 2026, calculated based on the number of days you have worked during the applicable performance period through the Separation Date and based on actual performance results, payable at the same time annual bonuses are paid to other Owlet executives and in no event later than March 15 of the year following the end of the performance period. ● The vesting of all Parent equity awards (including all restricted stock units of Parent) held by you that are outstanding and unvested as of the Separation Date shall fully accelerate such that all Parent equity awards held by you shall become fully vested as of the Effective Date. Notwithstanding the foregoing, in the event a Change in Control (as defined in Parent’s Executive Change in Control Severance Plan (the “CIC Plan”)) closes within the three month period commencing on the Separation Date, then you will be entitled to receive the severance benefits provided in the CIC Plan, subject to reduction for the benefits payable hereunder in accordance with Section 3 thereof.
2 US-DOCS\170040281.3 You agree that the payments provided by this paragraph are not required under Owlet’s normal policies and procedures and are provided as a severance solely in connection with this Agreement. You acknowledge and agree that the payments referenced in this paragraph constitute adequate and valuable consideration for the promises contained in this Agreement and the release of claims in Paragraph 5. You also acknowledge that the payment and arrangements in this Agreement shall constitute full and complete satisfaction of any and all amounts properly due and owing to you as a result of your employment with Owlet and the termination thereof. You understand that the separation benefits in this paragraph are conditioned on you (i) signing this Agreement between the Separation Date and the twenty-first (21st) day after you receive this Agreement and not revoking this Agreement within seven (7) days after signing it and (ii) you continue to comply with the terms of this Agreement and the Confidentiality Agreement. 5. General Release. In exchange for the separation benefits described in Paragraph 4 above, you, on behalf of yourself, your heirs, assigns, executors, administrators, trusts, spouse and estate, are hereby waiving and releasing the “Released Parties” (defined below) from any and all known or unknown claims and causes of action you have or may have, as of the day you sign this Agreement, arising out of your employment with Owlet, including your separation from employment. The claims you are releasing include, but are not limited to, the following: ● claims, actions, causes of action, rights, or liabilities arising under Title VII of the Civil Rights Act, the Age Discrimination in Employment Act (“ADEA”), the Employee Retirement Income Security Act of 1974, as amended, the Americans with Disabilities Act, the Family and Medical Leave Act, the National Labor Relations Act, the Sarbanes-Oxley Act, the Dodd-Frank Wall Street Reform and Consumer Protection Act, the Lilly Ledbetter Fair Pay Act, the Utah Antidiscrimination Act, the Utah Employment Relations and Collective Bargaining Act, the Utah Right to Work Act, the Utah Drug and Alcohol Testing Act, the Utah Minimum Wage Act, the Utah Employment Selection Procedures Act, the Utah Occupational Safety and Health Act; the California Fair Employment and Housing Act, as amended; the California Equal Pay Law, as amended; the Moore-Brown- Roberti Family Rights Act of 1991, as amended; the California WARN Act; Claims for wages under California labor laws, and any other federal, state or local laws of similar effect; the employment and civil rights laws of California and Utah, and any other federal, state, county, municipal, or local employment discrimination statutes (including, but not limited to, claims based on age, sex, race, religion, national origin, marital status, sexual orientation, ancestry, harassment, parental status, handicap, disability, height, weight, retaliation, and veteran status); ● claims, actions, causes of action, rights, or liabilities arising under any other federal, state, county, municipal, or local statute, law, ordinance, or regulation; ● all claims that you have been adversely affected by a discriminatory pay decision or other discriminatory practice, including claims that compensation you received has been reduced because of discrimination based on gender, race, national origin, age, or disability, as well as any claim that the gross severance amount referenced in Paragraph 4 above has been reduced because of such discrimination; ● all claims to any payment or regarding the calculation of your payment under any bonus, incentive compensation, or vacation program offered by Owlet; ● any rights to become a member of any class in a case in which claims are asserted against Owlet that relate in any way to your employment or your separation from
3 US-DOCS\170040281.3 employment with Owlet. If you are made a member of a class in any proceeding, you will opt out of the class at the first opportunity (and/or not opt in); ● any other claim whatsoever including, but not limited to, claims for severance pay, breach of contract, promissory estoppel, wrongful termination, defamation, intentional infliction of emotional distress, tort, personal injury, invasion of privacy, violation of public policy, negligence, bad faith, plus any other common law, statutory, or other claim whatsoever arising out of or relating to your employment with and separation from employment with Owlet or any other Released Parties; and ● any right to recovery of any remedy (including, but not limited to, costs or attorney fees) obtained by any government agency that assumes jurisdiction over any claim, action, cause of action, right, or liability that is released by this Agreement. 6. WAIVER OF UNKNOWN CLAIMS. YOU ACKNOWLEDGE THAT YOU HAVE BEEN ADVISED OF AND ARE FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS:: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY." BEING AWARE OF SAID CODE SECTION, YOU HEREBY EXPRESSLY WAIVE ANY RIGHTS YOU MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OR SIMILAR EFFECT. 7. Exclusions From General Release. Excluded from the General Release above are: (i) any claims which you may make under state workers’ compensation or unemployment laws; and (ii) ANY RIGHTS WHICH BY LAW YOU CANNOT WAIVE, such as but not limited to the right to enforce this Agreement or to file a charge or complaint with the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities Exchange Commission, or any other federal, state, or local governmental agency or commission (“Government Agencies”). You further understand that this Agreement (including the Non-Disclosure of Confidential Information and Non-Disparagement provisions in Paragraphs 12 and 14) does not limit your ability to (i) initiate, testify, assist, comply with a subpoena from or participate in any manner with an investigation conducted by the appropriate local, state, or federal agency; or (ii) file or disclose any facts necessary to receive unemployment insurance, Medicaid, or other public benefits; or (iii) communicate with any Government Agencies or otherwise participate in any investigation or proceeding that may be conducted by any Government Agency, including providing documents or other information, without notice to Owlet. This Agreement also does not limit your rights to receive an award for information provided to any Government Agency. 8. Released Parties. The term “Released Parties” includes Owlet and Owlet’s past and present employees, directors, officers, shareholders, owners, agents, partners, insurers, attorneys, successors, executors, and representatives of any kind. The term “Released Parties” also includes Owlet’s parent, subsidiary, and affiliated companies and their past and present employees, directors, officers, shareholders, owners, agents, partners, insurers, attorneys, successors, executors, and representatives of any kind. 9. Employee Acknowledgments. You also agree that you: (i) have been paid all monies owed for all hours worked through the last payroll period ending before you sign this Agreement; (ii) have been paid for all vacation through the last payroll period that ended before you sign this Agreement; (iii)
4 US-DOCS\170040281.3 have received all Family Medical Leave Act leave or other leave which you requested and for which you were eligible under law and/or Owlet policy; (iv) have not suffered any on-the-job injury for which you have not already filed a claim; and (v) have communicated in writing to Owlet management any facts, theories, or other information which you believe show or may show that Owlet or its representatives have violated federal, state, or local tax law, or any other law. Further, you acknowledge that you have been advised, consistent with California Government Code Section 12964.5(b)(4), that you have the right to consult an attorney regarding this Agreement and that you were given a reasonable time period of not less than five business days in which to do so. You further acknowledge and agree that, in the event you sign this Agreement prior to the end of the reasonable time period provided by Owlet, your decision to accept such shortening of time is knowing and voluntary and is not induced by Owlet through fraud, misrepresentation, or a threat to withdraw or alter the offer prior to the expiration of the reasonable time period, or by providing different terms to employees who sign such an agreement prior to the expiration of the time period. 10. Return of Employer Property. On or within five (5) business days of your Separation Date, you must return to Owlet all Owlet property in your possession or control, including, but not limited, to credit/calling cards, cell phone, laptop computer, information technology equipment, pager, pda/Blackberry, mobile phone, parking tag, documents, and records. You further agree that you will not keep, transfer, or use any copies or excerpts of the above items and the payment of any separation benefits under Paragraph 4 above shall be conditioned upon such return of Owlet property. 11. Cessation of Benefits. Except as expressly provided otherwise in this Agreement, all of your Owlet employee benefits shall cease upon your Separation Date, with the exception of approved disability benefits, which may continue, consistent with the terms of Owlet’s disability benefit plan(s). You will be eligible to elect continued health insurance coverage under COBRA if you have chosen benefits under Owlet’s plans. 12. Non-Disclosure of Confidential Information. You hereby reaffirm your continuing obligations under the Confidentiality Agreement. You acknowledge and agree that the benefits provided in Paragraph 4 above shall be subject to your compliance with your continuing obligations under the Confidentiality Agreement. Furthermore, in accordance with 18 U.S.C. § 1833, notwithstanding anything to the contrary in the Confidentiality Agreement or this Agreement, you shall not be in breach of this Agreement, and shall not be held criminally or civilly liable under any federal or state trade secret law (x) for the disclosure of a trade secret that is made in confidence to a federal, state, or local government official or to an attorney solely for the purpose of reporting or investigating a suspected violation of law, or (y) for the disclosure of a trade secret that is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. 13. Cooperation in Future Legal Matters. You further agree, from and after your Separation Date, to make yourself available to Owlet and Parent, their legal counsel, and other advisors to provide reasonable cooperation and assistance to Owlet with respect to areas and matters in which you were involved during your employment, including any threatened or actual investigation, regulatory matter, and/or litigation concerning Owlet or Parent, and to provide to Owlet and Parent, if requested, information and other assistance relating to ongoing matters of interest to Owlet and Parent. Barring a legal prohibition to the contrary, you further agree to notify Owlet and Parent immediately if you are contacted by any third party related to such threatened or actual investigation, regulatory matter, and/or litigation concerning Owlet or Parent. In these events, Owlet will take into consideration your personal and business commitments, give you as much advance notice as is reasonably possible, and ask that you be available only at such time or times as are reasonably convenient to you and Owlet. Owlet agrees to reimburse you for the reasonable out-of-pocket expenses you incur as a result of your complying with this provision, subject to your submission to Owlet of documentation substantiating such expenses as Owlet may require. 14. Mutual Non-Disparagement. You agree that, subject to Paragraph 7 of this Agreement, from the date on which you sign this Agreement forward, you shall not take any actions or make any verbal or written statements to the public, future employers, current, former, or future employees of Owlet, or any other third party which may reflect negatively on Owlet, its affiliates, or its or their officers, directors, managers, employees, products, services, or business practices, except as may be permitted by law. You
5 US-DOCS\170040281.3 also represent and warrant that you have not taken any such actions or made any such statements up until the date on which you sign this Agreement. Owlet and Parent agree that, subject to applicable law, from the date on which this Agreement was delivered to you, Owlet and Parent shall not, and shall instruct their officers and directors to not, take any actions or make any verbal or written statements to the public, future employers, current, former, or future employees of Owlet, or any other third party which may reflect negatively on you. Owlet and Parent represent and warrant that they have not taken any such actions or made any such statements up until the date this Agreement was delivered to you. 15. Non-Admissions. The fact and terms of this Agreement are not an admission by Owlet of liability or other wrongdoing under any law or otherwise. 16. Additional Employee Acknowledgments. You also agree that: ● you are entering into this Agreement knowingly and voluntarily; ● you have been advised by this Agreement to consult with an attorney before signing this Agreement; ● you understand you may take up to twenty-one (21) days after receiving this Agreement to consider it before signing; and ● you are not otherwise entitled to the separation pay and other benefits described in Paragraph 4 of this Agreement. 17. Revocation/Payment. After you sign this Agreement, you will have seven (7) days to revoke it if you change your mind. If you want to revoke the Agreement, you should deliver or email a written revocation to Kirsten O’Donnell at kodonnell@owletcare.com within seven (7) days after you sign it. If you timely revoke this Agreement, it will be null and void in its entirety, and you will not receive the separation benefits described in Paragraph 4 above. 18. Entire Agreement. You acknowledge that this Agreement, collectively with the Confidentiality Agreement and the CIC Plan, constitutes and reflects the entire agreement regarding the subject matter hereof and that it supersedes any prior agreement or understanding, written or unwritten, regarding the same, including, without limitation, your amended and restated employment offer letter with Parent dated September 30, 2025. 19. Choice of Law/Severability. This Agreement shall be governed, construed, and enforced in accordance with the laws of the State of California or, where applicable, United States federal law, in each case, without regard to any conflicts of laws provisions or those of any state or commonwealth other than California. If any part of this Agreement is found to be invalid, the rest of the Agreement will remain in full force and effect. 20. Section 409A. This Agreement is intended, to the greatest extent permitted under law, to comply with the short-term deferral exemption and the separation pay exemption provided in Section 409A of the Code and the regulations and other interpretative guidance issued thereunder (“Section 409A”) such that no benefits or payments under this Agreement are subject to Section 409A. Notwithstanding anything herein to the contrary, the timing of any payments under this Agreement shall be made consistent with such exemption. Your right to receive a series of installment payments under this Agreement, if any, shall be treated as a right to receive a series of separate payments. To the extent applicable, this Agreement shall be interpreted in accordance with Section 409A, including without limitation any such regulations or other guidance that may be issued after the Separation Date. Notwithstanding any provision of this Agreement to the contrary, in the event that Owlet determines that any amounts payable hereunder may be subject to Section 409A, Owlet may, to the extent permitted under Section 409A cooperate in good faith to adopt such amendments to this Agreement or adopt other appropriate policies and procedures, including amendments and policies with retroactive effect, that Owlet determines are necessary or appropriate to avoid the
6 US-DOCS\170040281.3 imposition of taxes under Section 409A; provided, however, that this paragraph shall not create an obligation on the part of Owlet to adopt any such amendment, policy or procedure or take any such other action, nor shall Owlet have any liability for failing to do so. 21. Effective Date. You agree that this Agreement and your entitlement to any benefits under this Agreement do not become effective until signed by both parties and the revocation period in Paragraph 16 has expired. [Signature page follows]
US-DOCS\170040281.3 Jonathan Harris Owlet, Inc. Signature BY: TITLE: DATE: Signature DATE: April 3, 2026 April 3, 2026 Lior Susan Chair of the board
a102employmentofferlette
US-DOCS\170024716.2 OWLET, INC. 2940 MAPLE LOOP DRIVE, SUITE 203 LEHI, UT 84048 April 3, 2026 Kurt Workman Dear Kurt, We are excited to offer you the position of Chief Executive Officer of Owlet, Inc. (“Owlet” or the “Company”), reporting to Owlet’s Board of Directors (the “Board”). By signing this offer letter (this “Letter”), effective as of the Effective Date (as defined below), you will no longer be eligible for compensation under the Non-Employee Director Compensation Program and, instead, you will commence employment with Owlet on the following terms. Effective Date of Appointment: April 6, 2026 ("Effective Date") Base Salary: $500,000 annualized, subject to applicable payroll withholdings and deductions. Your base salary is subject to future increases or decreases at the Board’s discretion. Status: Full-time, Exempt Employee Bonus Potential: Effective as of the Effective Date, you are eligible for a target annual bonus equal to 70% of your base salary, based on company financial goals and individual performance, subject to applicable payroll withholdings and deductions. Payment of the bonus will be made by April 1st, after the financial audit of the prior annual performance period. The bonus is contingent upon being employed by Owlet at the time of the payout and may be subject to proration based upon the Effective Date. Treatment of your bonus entitlement following a termination of employment or a Change in Control will be governed by the “Severance and Change in Control” section below and Owlet’s Executive Change in Control Severance Plan (the “CIC Plan”). Restricted Stock Units: On, or as soon as administratively practicable after, the Effective Date, Owlet will grant you an award (the “Award”) comprised of 850,000 restricted stock units (“RSUs”) under its 2021 Incentive Award Plan, as amended (the “Plan”). The Award will vest as to one-twelfth (1/12th) of the RSUs on each quarterly anniversary of the Effective Date, subject to your continued employment with the Company through the applicable vesting date. The Award will otherwise be subject to the terms and conditions of the Plan and the Company’s standard RSU agreement. Severance and Change of Control: Effective as of the Effective Date, you are a Tier 1 Participant in the CIC Plan, and your rights and benefits in connection with a Change in Control shall be governed exclusively by the CIC Plan. In addition, notwithstanding anything to the contrary in this Letter or the CIC Plan, if your employment with Owlet is terminated by Owlet without Cause (as defined in the CIC Plan) or you terminate your employment with Owlet for Good Reason (as defined in the CIC Plan), you will be entitled to receive, subject to your delivery to the Company of a general release of claims against the Company and its affiliates that becomes effective and irrevocable within 60 days following your termination of employment: (i) continued payment of your then-current base salary for twelve (12) months following termination, payable in accordance with the Company’s normal payroll practices; (ii) a prorated annual bonus for the year of termination, calculated based on the number of days worked during the applicable performance period through the termination date and actual performance results, payable at the same time annual bonuses are paid to other executives but in no event later than March 15 of the year following the end of the performance period, and (iii) immediate vesting of all outstanding and unvested Company equity awards as of your termination date. For avoidance of doubt, all matters relating to severance and benefits in connection with a Change in Control shall be governed exclusively by the CIC Plan.
US-DOCS\170024716.2 Employee Benefits: Effective as of the Effective Date, you will be eligible to participate in the Company’s employee benefit programs (including health, welfare, retirement, and statutory benefit programs) on the same basis as other senior executives, subject to the terms of such programs as in effect from time to time. Reimbursement of Expenses: All reasonable business expenses that are documented by you, with receipts, and incurred in the ordinary course of business will be reimbursed in accordance with the Company’s standard policies and procedures. At-Will Employment: Your employment with the Company will be “at-will,” meaning either you or the Company can terminate your employment at any time for any reason, with or without cause or notice, except as expressly set forth in this Letter or the CIC Plan. This at-will status cannot be modified except in a written agreement signed by you and an authorized representative of the Company. Adjustments and Changes in Employment Status: The Company reserves the right to make changes to your duties, compensation, and benefits as determined by the Board or the Compensation Committee, subject to any consequences that may arise under the CIC Plan or otherwise. Proprietary Information Agreement: You will continue to be subject to your previously executed Proprietary Information and Inventions Agreement, which remains in full force and effect. Arbitration Agreement: You must deliver to the Company an executed copy of the Mutual Agreement to Arbitrate Claims attached as Exhibit A. No Conflicting Obligations: You represent that your employment with the Company and performance of your duties will not conflict with or violate any agreement, obligation, or understanding with any third party. You agree not to bring or use any confidential or proprietary information belonging to a prior employer or other third party in connection with your continuing employment with the Company. Integrated Agreement: This Letter, collectively with the CIC Plan, your Proprietary Information and Inventions Agreement, your Indemnification and Advancement Agreement and the Mutual Agreement to Arbitrate Claims, supersedes all agreements with the Company regarding your employment with the Company and constitutes the entire agreement between you and the Company with respect to its subject matter. Severability: If any term of this Letter is held to be invalid, void or unenforceable, the remainder of the terms herein will remain in full force and effect. Governing Law: This Letter shall be governed by and construed in accordance with the laws of the State of Utah, without regard to its conflict of laws principles. To the extent any matter is not subject to arbitration under Exhibit A, you and the Company consent to the exclusive jurisdiction of the state and federal courts located in Utah. Indemnification. You and Owlet have entered into the Company's standard form of Indemnification and Advancement Agreement. Section 409A of the Internal Revenue Code. The payment and benefits under this Letter are intended to qualify for an exemption from application of Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), or comply with its requirements to the extent necessary to avoid adverse personal tax consequences under Section 409A of the Code. To the extent that any provision of this Letter is ambiguous as to its exemption from or compliance with Section 409A of the Code, the provision shall be read in such a manner so that all payments hereunder are exempt from, or if not exempt from, comply with, Section 409A of the Code. Six-Month Delay. Anything in this Letter to the contrary notwithstanding, if at the time of your separation from service within the meaning of Section 409A of the Code, Owlet determines that you are a “specified
US-DOCS\170024716.2 employee” within the meaning of Section 409A(a)(2)(B)(i) of the Code, then to the extent any payment or benefit that you become entitled to under this Letter on account of your separation from service would be considered deferred compensation subject to additional tax imposed pursuant to Section 409A(a) of the Code, such payment shall not be payable and such benefit shall not be provided until the date that is the earlier of (A) six months and one day after your separation from service, or (B) your death. Installment Payments. Your right, if any, to receive installment payments pursuant to this Letter shall be treated as a right to receive a series of separate and distinct payments. Expense Reimbursements. To the extent that any reimbursements payable pursuant to this Letter are subject to the provisions of Section 409A of the Code, any such reimbursements payable to you pursuant to this Letter shall be paid to you no later than December 31 of the year following the year in which the expense was incurred, the amount of expenses reimbursed in one year shall not affect the amount eligible for reimbursement in any subsequent year, and your right to reimbursement under this Letter will not be subject to liquidation or exchange for another benefit. Section 280G of the Internal Revenue Code. Notwithstanding anything in this Letter to the contrary, if any payment or distribution you would receive pursuant to this letter or otherwise (“Payment”) would (i) constitute a “parachute payment” within the meaning of Section 280G of the Code, and (ii) but for this sentence, be subject to the excise tax imposed by Section 4999 of the Code (the “Excise Tax”), then Owlet shall cause to be determined, before any amounts of the Payment are paid to you, which of the following alternative forms of payment would maximize your after-tax proceeds: (A) payment in full of the entire amount of the Payment or (B) payment of only a part of the Payment so that you receive that largest Payment possible without being subject to the Excise Tax, whichever of the foregoing amounts, taking into account the applicable federal, state and local income taxes and the Excise Tax (all computed at the highest marginal rate, net of the maximum reduction in federal income taxes which could be obtained from a deduction of such state and local taxes), results in your receipt, on an after-tax basis, of the greater amount of the Payment, notwithstanding that all or some portion the Payment may be subject to the Excise Tax. If necessary, the specific Payments that shall be reduced will occur in the following order: (1) reduction of cash payments; (2) cancellation of accelerated vesting of equity awards other than stock options; (3) cancellation of accelerated vesting of stock options; and (4) reduction of other benefits payable to you. All determinations shall be made by such adviser as may be selected by Owlet, provided, that the adviser’s determination shall be made based upon “substantial authority” within the meaning of Section 6662 of the Code. The adviser shall provide its determination, together with detailed supporting calculations and documentation, to you and Owlet within fifteen (15) business days following the date of termination of your employment, if applicable, or such other time as requested by you (provided, that you reasonably believe that any of the Payments may be subject to the Excise Tax) or Owlet. All reasonable fees and expenses of the adviser in reaching such a determination shall be borne solely by Owlet. [Signature page follows]
US-DOCS\170024716.2 To confirm your agreement with and acceptance of these terms, please sign this letter and return it to me. Sincerely, Owlet, Inc. _____________________________ Acknowledgment and Agreement I acknowledge and agree to the terms and conditions set forth in this Letter. _____________________________ Kurt Workman
US-DOCS\170024716.2 EXHIBIT A MUTUAL AGREEMENT TO ARBITRATE CLAIMS I recognize that differences may arise between Owlet, Inc. (the “Company”) and me during or following my employment with the Company. In consideration of my continued employment with the Company, its promise to arbitrate all employment-related disputes, and my receipt of the compensation, pay raises, and other benefits paid to me by the Company, at present and in the future, I agree that any and all controversies, claims, or disputes with anyone (including the Company and any employee, officer, director, shareholder, or benefit plan of the Company, in their capacity as such or otherwise), arising out of, relating to, or resulting from my employment with the Company or the termination of my employment with the Company, including any breach of this Mutual Agreement to Arbitrate Claims (this “Agreement”), shall be subject to binding arbitration under the Federal Arbitration Act and applicable state law. Claims Covered by this Agreement. To the maximum extent allowed by law, the Company and I mutually consent to the resolution by binding arbitration of all claims or causes of action that the Company may have against me or that I may have against the Company or the Company’s current and former owners, partners, members, officers, directors, employees, representatives and agents, all subsidiary and affiliated entities, all benefit plans, the benefit plans’ sponsors, fiduciaries, administrators, affiliates, and all successors and assigns of any of them. The claims covered by this Agreement include, but are not limited to: claims for breach of any contract or covenant; tort claims; claims for discrimination or harassment (including, but not limited to, race, sex, religion, national origin, age, medical condition, disability or sexual orientation); claims for retaliation; claims for violation of public policy; and claims for violation of any federal, state, local or other law, statute, regulation or ordinance, including, but not limited to, all claims arising under Title VII of the Civil Rights Act of 1964, as amended, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act, the Fair Labor Standards Act, and applicable state employment laws. Class Action Waiver. I agree to bring any dispute in arbitration on an individual basis only, and not on a class or collective basis. Nor will I join or serve as a member of a class or collective action, or otherwise seek to represent the interests of any other person. There will be no right or authority for any dispute to be brought, heard or arbitrated as a class or collective action, or for either party to be a participant in any purported class or collective proceeding, including without limitation pending but not certified class actions. (Hereafter, this agreement will be referred to as the Class Action Waiver.) I understand that disputes regarding the validity and enforceability of this Class Action Waiver may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. In any case in which (1) the dispute is filed as a class or collective action and (2) a civil court of competent jurisdiction finds all or part of the Class Action Waiver unenforceable, the class and/or collective action to that extent must be litigated in a civil court of competent jurisdiction, but the portion of the Class Action Waiver that is enforceable shall be enforced in arbitration. Administrative Relief. I understand that this Agreement does not prohibit me from pursuing an administrative claim with a local, state, or federal administrative body or governing agency that is authorized to enforce or administer laws related to employment, including but not limited to the Department of Fair Employment and Housing, the Equal Employment Opportunity Commission, the National Labor Relations Board, or the Workers’ Compensation Board. This Agreement does, however, preclude me from pursuing court action regarding any such claim, except as permitted by law. Waiver of Right to Jury Trial. I understand that, by signing this Agreement, both the Company and I are giving up any right we may have to a jury trial on all claims we may have against each other, as described in Paragraph 1. Required Notice of All Claims. The Company and I agree that if a dispute arises, the party who wants to arbitrate the dispute must give written notice of any claim to the other party. Written notice to the
US-DOCS\170024716.2 Company or its officers, employees or agents, shall be sent to the Company’s corporate office. I will be given notice at the last address recorded in my personnel file (unless I send written notice to the Company notifying them of the need to use a different address). The written notice must describe the nature of all claims asserted and must detail the facts upon which the claims are based. The notice must be sent to the other party(ies) by federal express (or another similar overnight mail service provider) or by certified or registered mail, return receipt requested. Arbitration Procedures. The Company and I agree that, except as provided in this Agreement, any arbitration shall be in accordance with and under the auspices and rules of the Judicial Arbitration and Mediation Services, Inc. (“JAMS”) for the resolution of employment disputes. The JAMS Employment Arbitration Rules and procedures are available at www.JAMSadr.com. The arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of class proceeding. I agree that the arbitrator shall have the power to decide any motions brought by any party to the arbitration, including motions for summary judgment and/or adjudication, motions to dismiss and demurrers, and motions for class certification, prior to any arbitration hearing. I agree that this Agreement and its validity, construction, and performance shall be governed by the Federal Arbitration Act (the “FAA”) and cases decided thereunder and, to the extent relevant, the laws of the State of Utah. Further, the terms and procedures governing the enforcement of this Agreement shall be governed by and construed and enforced in accordance with the FAA, and not individual state laws regarding enforcement of arbitration agreements. I agree that the decision of the arbitrator shall be in writing. I agree that any arbitration under this Agreement shall be conducted in Utah County, Utah. The arbitrator’s decision regarding the claims shall be final and binding upon the parties and shall be enforceable in any court having jurisdiction thereof. Arbitration Fees and Costs. In the event that either party initiates an arbitration, I agree that each party shall be responsible for paying such party’s own attorneys’ fees and costs. I agree that the arbitrator shall have the power to award any remedies available under applicable law, and that the arbitrator shall award attorneys’ fees and costs to the prevailing party, except as prohibited by law. Without in any way limiting the scope of claims subject to arbitration, I understand that the issue of which party pays for any administrative or hearing fees charged by the arbitrator or JAMS shall depend on whether the claim being arbitrated is one that I have initiated against Company relating to any of my constitutional rights, fundamental rights, unwaivable public rights, unwaivable federal or state statutory rights, or an employment claim for violation of the common law that is grounded on similar unwaivable statutory rights (including, without limitation, any claim relating to wrongful termination in violation of public policy, collectively an “Employment Claim”) or whether the claim being arbitrated does not constitute an Employment Claim but rather relates to a waivable right (whether statutory, common law, constitutional or otherwise) including, without limitation, a claim by either party relating to misuse of confidential information or other breach of the Nondisclosure Agreement between me and the Company (“Non- Employment Claim”). To the extent either party initiates an Employment Claim, then the Company shall pay for the costs of arbitration, including any administrative or hearing fees charged by the arbitrator or JAMS, except that I shall pay any filing fees associated with any Employment Claim arbitration that I initiate, but only so much of the filing fees as I would have instead paid had I filed a complaint in a court of law. To the extent that either party initiates a Non-Employment Claim, then each party shall bear an equal (pro-rata) share of any arbitration costs, including any administrative or hearing fees charged by the arbitrator or JAMS. The parties intend for the foregoing to comply with the then-current JAMS Policy on Employment Arbitration (Minimum Standards of Procedural Fairness) and any other applicable law concerning the enforcement of agreements to arbitrate. To the extent any of the foregoing cost-splitting provisions are found not to comply with such then-applicable law, the arbitrator shall reform this Agreement such that it is enforceable and consistent with then-applicable decisional or statutory law. Modification/Entire Agreement. This Agreement to arbitrate shall survive the termination of my employment. It can only be revoked or modified by a writing signed by the parties that specifically states an intent to revoke or modify this Agreement. This is the complete agreement of the parties on the subject of arbitration of disputes (except for any arbitration agreement in connection with any pension or benefit plan). This Agreement supersedes any prior or contemporaneous oral or written understanding on the
US-DOCS\170024716.2 subject. No party is relying on any representations, oral or written, on the subject of the effect, enforceability, or meaning of this Agreement, except as specifically set forth in this Agreement. If any provision of this Agreement is found to be unenforceable, in whole or in part, such finding shall not affect the validity of the remainder of this Agreement and this Agreement shall be reformed to the greatest extent possible to ensure that the resolution of all conflicts between the parties are resolved by neutral, binding arbitration. Violation of this Agreement. Should any party to this Agreement pursue any arbitrable dispute by any method other than arbitration, the responding party shall recover from the initiating party all damages, costs, expenses and attorneys’ fees incurred as a result of such action. Not an Employment Agreement. This Agreement is not and shall not be construed to create any contract of employment, express or implied. Nor does this Agreement alter the at will status of any employment. [Remainder of Page Blank; Signature Page Follows]
US-DOCS\170024716.2 I acknowledge that I have read this Agreement carefully and I understand and accept the obligations which it imposes upon me without reservation. No promises or representations have been made to me to induce me to sign this Agreement. I further acknowledge that I have been given the opportunity to discuss this Agreement with my private, legal counsel and have taken advantage of that opportunity to the extent I wanted to do so. EMPLOYEE ________________________ Kurt Workman Date: ___________________ Accepted and Agreed to: Owlet, Inc. By: _____________________ Date: ___________________ April 3, 2026 April 3, 2026