Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On June 3, 2009, Jonathan Ewert, former Senior Vice President, Corporate
Development, and LookSmart, Ltd. (the "Company") entered into a Severance
Agreement and General Release (the "Release Agreement"). The Release Agreement
sets forth the terms and provisions of Mr. Ewert's separation from the Company
on June 1, 2009 as well as certain severance payments by the Company to Mr.
Ewert following such separation. Pursuant to the Release Agreement among other
terms and conditions, Mr. Ewert executed a release with respect to any claims or
causes of action relating to Mr. Ewert's employment by the Company or his
separation from the Company. Further, Mr. Ewert and the Company agreed that the
Company would make a severance payment to Mr. Ewert in the amount of $163,350.00
(less required withholdings and authorized deductions) representing six months
of Mr. Ewert's base salary puls 50% of Mr. Ewert's annual target bonus. In
addition, the Company agreed to pay Mr. Ewert's monthly health insurance
premiums for his COBRA coverage as they become due covering the period from June
2009 until the earlier of the date Mr. Ewert accepts other employment or
December 31, 2009. The Release Agreement also contains other terms and
provisions that are customary in agreements of similar nature.