Exhibit 10.1
SEPARATION AGREEMENT AND RELEASE OF ALL CLAIMS
This Separation Agreement and Release of All Claims ( this “Agreement”) is made by and between James Rhyu, his heirs, executors, administrators, successors, and assigns (collectively referred to throughout this Agreement as “Employee”) and Stride, Inc., including its subsidiaries, successors and assigns (“Stride,” “Company” or “Employer”) (collectively referred to as the “Parties” or individually referred to as a “Party”).
WHEREAS, the Parties have previously entered into that certain Employment Agreement (as defined below) and that certain Employee Confidentiality, Proprietary Rights and Non-Solicitation Agreement (as defined below);
WHEREAS, Employee has resigned his employment and from his positions as Chief Executive Officer and as Chair of the Board of Directors (the “Board”) of the Company, in each case effective July 29, 2026; and
WHEREAS, the Parties wish to resolve any and all disputes, claims, complaints, grievances, charges, actions, petitions and demands that Employee may have against the Company and any of the Releasees (as defined below).
NOW, THEREFORE, in consideration of the severance payments and benefits described in Section 2 below, and in consideration of the mutual promises made herein, the Company and Employee hereby agree as follows:
For avoidance of doubt, it is agreed that Employee is not required to seek or accept other employment, or otherwise to mitigate damages, as a condition to the receipt of any of the compensation described in this Section 2, and that such compensation is not subject to offset by any compensation or other amounts Employee may receive from other sources.
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benefits specified in Section 2 above, except for Employee’s execution and non-revocation of this Agreement and the fulfillment of the promises contained herein.
| ■ | any and all claims relating to or arising out of Employee’s employment at Stride and the separation from that employment, including any claims for any compensation, wages, and bonuses to which Employee claims to be entitled to receive from Stride; |
| ■ | any and all claims for any form of discrimination, harassment or retaliation on the basis of age, sex, race, color, religion, genetic information, veteran status, marital status, or disability; or any failure to prevent such discrimination, harassment, retaliation on the basis of age, sex, race, color, religion, marital status or disability in violation of Title VII of the U.S. Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000e et seq.; the Civil Rights Act of 1991, §§ 1981-1988 of Title 42 of the United States Code; or the Americans with Disabilities Act, 42 U.S.C. § 12101 et seq; |
| ■ | any and all claims for any form of age discrimination, harassment or retaliation (or any claim for failure to prevent such discrimination, harassment or retaliation) prohibited under the Age Discrimination in Employment Act of 1967, as amended, or the Older Workers’ Benefit Protection Act (OWBPA); |
| ■ | any and all claims for violation of any other federal, state, county or municipal law, statute, regulation, rule, or ordinance, except when not permitted by applicable law, including but not limited to claims for violating any provision of the United States Occupational Safety and Health Act; the Employee Retirement Income Security Act of 1974 (except for any vested benefits under any tax qualified benefit plan); the Immigration Reform and Control Act of 1986; the Worker Adjustment and Retraining Notification Act; the Fair Credit Reporting Act; the Equal Pay Act; the Genetic Information Nondiscrimination Act of 2008; the Virginia Human Rights Act (VHRA); the Virginians with Disabilities Act (VDA); the Virginia Equal Pay Act; the Virginia Genetic Testing Law; the Virginia Occupational Safety and Health Act (VOSH Act); the Virginia Fraud Against Taxpayers Act; the Virginia Minimum Wage Act; the Virginia Wage Payment Act; the Virginia Whistleblower Protection Law (Va. Code Ann. § 40.1-27.3); the Virginia Right-to-Work Law; and the Virginia Military Leave Law; |
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| ■ | any and all public policy, tort, contract or other common law claims, including but not limited to breach of any implied or express contract, breach of any implied covenant of good faith and fair dealing, misrepresentation, wrongful termination in violation of public policy, constructive termination, intentional infliction of emotional distress, assault, battery, defamation, any form of negligence, fraud, deceit, false promise, intentional interference with prospective economic relations, negligent interference with prospective economic relations, or retaliation; |
| ■ | any and all claims for personal injury, including physical injury, mental anguish, emotional distress, pain and suffering, embarrassment, humiliation, damage to name or reputation, liquidated damages, and punitive damages; and |
| ■ | any and all claims for recovering costs, fees, or other expenses, including attorneys’ fees, incurred in these matters. |
If any claim is not subject to release, to the extent permitted by law, Employee waives any right or ability to be a class or collective action representative or to otherwise participate in any putative or certified class, collective or multi-party action or proceeding based on such a claim in which Employer or any other Releasee identified in this Agreement is a party.
| 6. | Representations and Warranties. |
Employee represents and warrants that Employee has not previously filed, and will not hereafter file or cause or permit to be filed on Employee’s behalf, any lawsuits or any charges,
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complaints, petitions, or other accusatory pleadings or statements against any of the Releasees in any court, with any governmental agency, or in any other forum based upon, arising out of or related in any way to Employee’s employment with or severance of employment with Stride. Employee acknowledges that Employee has been informed under this Agreement that an individual may not be held criminally or civilly liable under any federal or state trade secret law for disclosure of a trade secret: (i) made in confidence to a federal, state or local government official, either directly or indirectly, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law; and/or (ii) in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Employee also acknowledges that Employee has been informed under this Agreement that an individual suing an employer for retaliation based on the reporting of a suspected violation of law may disclose a trade secret to their attorney and use the trade secret information in the court proceeding, so long as any document containing the trade secret is filed under seal and the individual does not disclose the trade secret except pursuant to court order. Employee understands and agrees that the filing of any action, other than one to collect the consideration promised hereunder or as explicitly permitted in this Agreement, would be a material breach of this Agreement and would make Employee liable for the repayment of all consideration paid to Employee. It is understood that the remainder of this Agreement would, nevertheless, remain in full force and effect.
Employee represents and warrants that neither Stride nor its legal counsel has made any representations regarding the proper tax treatment of the consideration set out in Section 2.
Employee represents and warrants that Employee has been granted all leave to which Employee was entitled under the Family and Medical Leave Act, the Americans with Disabilities Act or related state or local leave or disability accommodation laws.
Employee represents and warrants that Employee has no known work-related injuries or occupational diseases.
Employee represents and warrants that Employee has not been retaliated against for reporting any allegations of wrongdoing by Releasees, including any allegations of corporate fraud.
Employee represents and warrants that Employee has no knowledge of any facts that would give rise to any claim that could be brought by or on behalf of any federal, state, or local agency with respect to Stride.
Employee represents and warrants that all of Employer’s decisions regarding Employee’s employment and separation therefrom (including but not limited to pay and benefits) through the date of Employee’s separation of employment were not discriminatory based on age, disability, race, color, sex, religion, national origin or any other classification protected by law.
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Employee represents and warrants that Employee has been paid at least the minimum wage to which Employee was entitled.
Employee represents and warrants that Employee has received all paid sick leave to which Employee was entitled.
Employee represents and warrants that during the period from the Separation Date and ending eighteen (18) months thereafter, for the consideration provided hereunder, Employee agrees to cooperate with and assist Stride in any audits, internal investigations or administrative, judicial or other proceedings without additional compensation.
Employee represents and warrants that Employee has submitted to Stride all expenses for which Employee believes Employee is entitled to reimbursement and that Employee has received reimbursement for all such expenses.
Employee represents and warrants that Employee has been paid or has received all compensation, wages, bonuses and/or benefits which are due and payable to Employee as of the date Employee signs this Agreement, except as otherwise expressly provided in this Agreement.
| 7. | Restrictive Covenants. |
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Educational Rights and Privacy Act), images, video files, video-conference records, personal working files and notes, text messages, and electronic messages sent or received via electronic messaging applications, without regard to whether such items (tangible or intangible) are located at Employee’s home, off-site storage, personal or work computers, cell phones, laptops, tablets, and desktops, “cloud” storage, network storage, portable hard drives, disks, CD-ROM or flash drives, personal e-mail accounts, personal software and app accounts, personal phone accounts or any other location. Notwithstanding the foregoing, Employee and the Company agree that Employee may retain Stride computers disclosed by Employee to the Company, subject to the Company’s remote removal of all user data from such devices.
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conflict of laws provisions. Every provision of this Agreement is intended to be severable from every other provision of this Agreement. Should any provision of this Agreement be declared illegal or unenforceable by any court of competent jurisdiction and cannot be modified to be enforceable, excluding the release language, such provision shall immediately become null and void, leaving the remainder of this Agreement in full force and effect.
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EMPLOYEE IS ADVISED THAT EMPLOYEE HAS TWENTY-ONE (21) CALENDAR DAYS TO CONSIDER THIS AGREEMENT. IN THE EVENT EMPLOYEE DOES NOT EXECUTE AND RETURN THIS AGREEMENT BY SUCH DATE AND TIME, THIS AGREEMENT SHALL NOT TAKE EFFECT AND EMPLOYEE SHALL NOT BE ELIGIBLE FOR THE SEVERANCE BENEFITS HEREUNDER. EMPLOYEE ALSO IS ADVISED TO CONSULT WITH AN ATTORNEY PRIOR TO EMPLOYEE’S SIGNING OF THIS AGREEMENT.
THIS AGREEMENT APPLIES TO ANY RIGHTS OR CLAIMS THAT WERE OR COULD HAVE BEEN ASSERTED BY OR ON BEHALF OF EMPLOYEE AS OF THE DATE THIS AGREEMENT WAS EXECUTED, AND DOES NOT PERTAIN TO ANY EVENTS THAT MAY TAKE PLACE BETWEEN THE PARTIES SUBSEQUENT TO THE EXECUTION OF THIS AGREEMENT.
EMPLOYEE AGREES THAT ANY MODIFICATIONS, MATERIAL OR OTHERWISE, MADE TO THIS AGREEMENT BY MUTUAL AGREEMENT BETWEEN EMPLOYEE AND STRIDE DOES NOT RESTART OR AFFECT IN ANY MANNER THE ORIGINAL CONSIDERATION AND REVOCATION PERIODS, EXCEPT AS EXPRESSLY SET FORTH HEREIN.
EMPLOYEE FREELY AND KNOWINGLY, AND AFTER DUE CONSIDERATION, ENTERS INTO THIS AGREEMENT INTENDING TO WAIVE, SETTLE AND RELEASE ALL CLAIMS EMPLOYEE HAS OR MIGHT HAVE AGAINST RELEASEES.
[Signature Page Follows]
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The Parties knowingly and voluntarily sign this Agreement as of the date(s) set forth below:
Employee | | Stride, Inc. | |||
| | | |||
By: |
| | | ||
| | | | ||
By: | James Rhyu | | Greerson G. McMullen, Sr. | ||
| | Executive Vice President, General Counsel & Secretary | |||
| | | |||
| | | |||
Date: | September 11, 2026 | | Date: | | |
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The Parties knowingly and voluntarily sign this Agreement as of the date(s) set forth below:
Employee | | Stride, Inc. | ||
| | | ||
By: | | | By: |
|
| James Rhyu | | | Greerson G. McMullen, Sr. |
| | | Executive Vice President, General Counsel & Secretary | |
| | | ||
| | | ||
Date: | | | Date: | September 21, 2026 |
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