Exhibit 10.2
January 29, 2026
Alethia Young
Dear Alethia:
This letter confirms the transition and end of your employment with Bicycle Therapeutics, Inc. (the “Company”) based on your planned resignation from employment, effective April 29, 2026 (the “Separation Date”), and we desire to resolve any and all issues relating to your employment and the conclusion of your employment with the Company and for the benefit of the Company’s parent, Bicycle Therapeutics plc (“BTL”), on amicably and mutually satisfactory terms. Accordingly, this letter sets forth the terms of the transition and separation agreement (the “Agreement”) the Company is offering you to reach an amicable transition and separation of your employment governed by your Employment Agreement, dated June 22, 2023 (the “Employment Agreement”).
require to effectuate such resignation. The Company will allow you the opportunity to provide input on Company communications regarding your departure.
Date until the earliest of: (i) nine (9) months following the Separation Date; (ii) the date when you become eligible for substantially equivalent health insurance coverage in connection with new employment or self-employment; or (iii) the date you cease to be eligible for COBRA continuation coverage for any reason, including plan termination (such period from the Separation Date through the earlier of (i)-(iii), the “COBRA Payment Period”). Notwithstanding the foregoing, if at any time the Company determines that its payment of COBRA premiums on your behalf would result in a violation of applicable law (including, but not limited to, the 2010 Patient Protection and Affordable Care Act, as amended by the 2010 Health Care and Education Reconciliation Act), then in lieu of paying COBRA premiums pursuant to this section, the Company shall pay you on the last day of each remaining month of the COBRA Payment Period, a fully taxable cash payment equal to the COBRA premium for such month, subject to applicable tax withholding, for the remainder of the COBRA Payment Period. Nothing in this Agreement shall deprive you of your rights under COBRA or ERISA for benefits under plans and policies arising under your employment by the Company.
| 7. | RELEASE OF CLAIMS. |
from or in any way related to events, acts, conduct, or omissions occurring at any time prior to and including the date you sign this Agreement, unless excluded below.
(iv) all tort claims, including claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (v) all federal, state, and local statutory claims, including claims for discrimination, harassment, retaliation, attorneys’ fees, or other claims arising under the federal Civil Rights Act of 1964 (as amended), the federal Americans with Disabilities Act of 1990, the Age Discrimination in Employment Act (“ADEA”), the Lily Ledbetter Fair Pay Act, the anti-retaliation provisions of the Sarbanes-Oxley Act, or any other federal or state law regarding whistleblower retaliation; the New York State Human Rights Law, the New York Executive Law, the New York Civil Practice Law and Rules, the New York Judiciary Law, the New York Corrections Law, the New York Labor Law, the New York Civil Rights Law, the New York City Administrative Code, the New York City Human Rights Law, the New York Hours of Labor Law, the New York Wage Payment Law, the New York Minimum Wage Act, the New York Whistleblower Law, and the New York Off-duty Conduct Lawful Activities Discrimination Law, all as amended.
Administration, the Securities and Exchange Commission or any other federal, state or local governmental agency or commission (“Government Agencies”). You further understand this Agreement does not limit your ability to 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 the Company. While this Agreement does not limit your right to receive an award for information provided to the Securities and Exchange Commission, you understand and agree that, to the maximum extent permitted by law, you are otherwise waiving any and all rights you may have to individual relief based on any claims that you have released and any rights you have waived by signing this Agreement.
proprietor, partner, stockholder (other than a passive stockholder of 5% or less of the entity), director, executive, employee, consultant, joint venturer, member, investor, lender or otherwise for, (ii) engage or assist others to engage in, or own, manage, operate or control, (iii) participate in the ownership, management, operation or control of, or (iv) become employed or engaged by any business whose business, products or operations are in any respect involved in Conflicting Services (defined below) anywhere in the Restricted Territory (defined below). Should you obtain other employment within twelve (12) months immediately following the Effective Date of this Agreement, you agree to provide written notification to the Company as to the name and address of your new employer, the position that you expect to hold, and a general description of your duties and responsibilities, at least three business days prior to starting such employment, or, in the case of obtaining employment as an officer or director of a public company, within three business days following public disclosure.
manner likely to be harmful to them or their business, business reputation or personal reputation. The Company agrees that the Company Group’s executives and Board members (while engaged by the Company) shall not disparage you in any manner likely to be harmful to you or your business or personal reputation. Any party restricted by this Section may respond accurately and fully to any question, inquiry or request for information if required by legal process or in connection with a government investigation. In addition, nothing in this provision or this Agreement is intended to prohibit or restrain you from the Protected Rights set forth above.
To the extent any expense reimbursement or the provision of any in-kind benefit under the this Agreement is determined to be subject to (and not exempt from) Section 409A, the amount of any such expenses eligible for reimbursement, or the provision of any in-kind benefit, in one calendar year shall not affect the expenses eligible for reimbursement or in kind benefits to be provided in any other calendar year, in no event shall any expenses be reimbursed after the last day of the calendar year following the calendar year in which you incurred such expenses, and in
no event shall any right to reimbursement or the provision of any in-kind benefit be subject to liquidation or exchange for another benefit.
To the extent required by Section 409A, a termination of employment shall not be deemed to have occurred for purposes of any provision of this Agreement providing for the payment of amounts or benefits upon or following a termination of employment unless such termination is also a “separation from service” within the meaning of Treasury Regulations Section 1.409A-1(h), without regard to any alternative definition thereunder (a “Separation from Service”) and, for purposes of any such provision of this Agreement, references to a “resignation,” “termination,” “termination of employment” or like terms shall mean a Separation from Service.
Notwithstanding any provision to the contrary in this Agreement, if you are deemed by the Company at the time of your Separation from Service to be a “specified employee” for purposes of Section 409A(a)(2)(B)(i), and if any of the payments upon separation from service set forth herein and/or under any other agreement with the Company are deemed to be “deferred compensation”, then to the extent delayed commencement of any portion of such payments is required in order to avoid a prohibited distribution under Section 409A(a)(2)(B)(i) and the related adverse taxation under Section 409A, such payments shall not be provided to you prior to the earliest of (i) the expiration of the six-month period measured from the date of your Separation from Service, (ii) the date of your death or (iii) such earlier date as permitted under Section 409A without the imposition of adverse taxation. Upon the first business day following the expiration of such applicable Section 409A(a)(2)(B)(i) period, all payments deferred pursuant to this paragraph shall be paid in a lump sum to you, and any remaining payments due shall be paid as otherwise provided herein or in the applicable agreement. No interest shall be due on any amounts so deferred.
The Company makes no representations that the payments and benefits provided under this Agreement comply with Section 409A and in no event shall the Company be liable for all or any portion of any taxes, penalties, interest, or other expenses that may be incurred by you on account of non-compliance with Section 409A.
construed against either party as the drafter. Any waiver of a breach of this Agreement shall be in writing and shall not be deemed to be a waiver of any successive breach. This Agreement may be executed in counterparts and electronic or facsimile signatures will suffice as original signatures.
(Signatures on following page)
If this Agreement is acceptable to you, please sign below and return the original to me no later than January 31, 2026, which is at least twenty-one (21) days after the date on which you were provided this Agreement for review. The Company’s offer contained herein will automatically expire if you do not sign and return it within this timeframe.
You acknowledge that you have been advised that you have the right to consult an attorney regarding this Agreement and that you were given a reasonable time period as set forth above 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 the Company, your decision to accept such shortening of time is knowing and voluntary and is not induced by the Company 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.
Sincerely,
By: | /s/ Travis Thompson | |
| Travis Thompson, CAO | |
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I HAVE READ, UNDERSTAND AND AGREE FULLY TO THE FOREGOING AGREEMENT:
| /s/ Alethia Young | |
| Alethia Young | |
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Date | 29-01-2026 | |
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EXHIBIT A
Supplemental Release
On , 2026, I voluntarily executed a Transition and Separation Agreement (the “Agreement”) between the Company and me. I was provided at least 21 days to consider the Agreement and this Supplemental Release, and was advised by the Company, in writing, to consult with an attorney of my choosing, prior to executing the Agreement and this Supplemental Release. I acknowledge that I have at no time revoked my acceptance or execution of the Agreement.
Pursuant to my obligations set forth in the Agreement and in exchange for the consideration in Section 4 of the Agreement, I hereby reaffirm, restate, and update in its entirety, the release of claims contained in Section 7 of that Agreement. As a result, I understand and agree that the release of claims shall be fully effective up to and through the date of my execution of this Supplemental Release.
I understand that this Supplemental Release shall only become effective so long as I execute it by 5 PM ET on . I may revoke this Supplemental Release for a period of seven (7) days following my execution hereof and all rights and obligations of both parties under the Agreement shall not become effective or enforceable until the seven (7) day revocation period has expired.
I ACKNOWLEDGE THAT I HAVE BEEN ADVISED TO CONSULT AN ATTORNEY BEFORE EXECUTING THIS SUPPLEMENTAL RELEASE. I REPRESENT THAT I HAVE READ THE FOREGOING SUPPLEMENTAL RELEASE, THAT I FULLY UNDERSTAND THE TERMS AND CONDITIONS OF SUCH SUPPLEMENTAL RELEASE AND THAT I AM VOLUNTARILY EXECUTING THE SAME. IN ENTERING INTO THIS SUPPLEMENTAL RELEASE, I DO NOT RELY ON ANY REPRESENTATION, PROMISE OR INDUCEMENT MADE BY THE RELEASED PARTIES WITH THE EXCEPTION OF THE CONSIDERATION DESCRIBED IN THIS DOCUMENT AND THE AGREEMENT.
Accepted and agreed to:
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EXHIBIT B
Proprietary Information, Inventions and Nonsolicitation Agreement
(See attached)