Exhibit 10.13
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
This First Amendment to Employment Agreement (this “Amendment”), dated as of December 4, 2025 (the “Amendment Effective Date”), is by and between SITE Centers Corp., an Ohio corporation (“SITE Centers” or the “Company”) and Gerald R. Morgan (“Executive”).
SITE Centers and Executive are currently parties to an Employment Agreement, dated as of August 28, 2024 (the “Agreement”), which generally reflects the terms pursuant to which Executive has been serving SITE Centers on and after October 1, 2024 (certain capitalized terms used in this Amendment and not otherwise defined herein have the meanings ascribed to them in the Agreement). SITE Centers and Executive desire to modify certain terms of the Agreement, effective as of the Amendment Effective Date, as further set forth in this Amendment.
SITE Centers and Executive agree, effective as of the Amendment Effective Date, as follows:
“(d) A lump sum amount in cash equal to the product of (i) 2.5, multiplied by (ii) the sum of (A) Executive’s annual Base Salary rate as of the Termination Date (or, if applicable, Executive’s annual Base Salary rate prior to any material reduction as described in Section 6.3(b) if the applicable Triggering Event under this Section 7.5 occurs pursuant to Section 22.11(b) specifically due to a material reduction in Executive’s Base Salary thereunder), plus (B) an amount equal to the average Annual Bonus earned by Executive for the three fiscal years ended immediately prior to the fiscal year in which the Termination Date occurs (the “Average Annual Bonus”); provided, however, that, notwithstanding the foregoing, if Executive has so earned fewer than three Annual Bonuses, then the Annual Average Bonus shall instead be the average of the Annual Bonuses earned by Executive in the fiscal years preceding the year in which the Termination Date occurs; provided, further, that, if the calculation of such Average Annual Bonus would include the Annual Bonus paid to Executive in respect of 2024, the amount of such Annual Bonus in respect of 2024 shall be annualized for full-year 2024 for purposes of such Average Annual Bonus calculation. Subject to Section 13.1, SITE Centers will pay this amount to Executive as soon as practicable (but no later than 74 days) following the Termination Date.”
“(c) This Section 12.3 does not apply to truthful testimony or disclosure compelled or required by applicable law or legal process. Nothing in this Agreement (or otherwise) (i) limits Executive’s right to any monetary award offered by a government-administered whistleblower award program for providing information directly to a government agency (including the Securities and Exchange Commission pursuant to Section 21F of the Securities Exchange Act of 1934, as amended, the Dodd-Frank Wall Street Reform and Consumer Protection Act, or the Sarbanes-Oxley Act of 2002) or (ii) prevents Executive from providing, without prior notice to the Company, information (including documents) to governmental authorities or agencies regarding possible legal violations or otherwise testifying or participating in any investigation or proceeding by any