Executive Employment Agreement with Jason Hart

On March 13, 2014, the Company entered into an executive employment agreement with Jason Hart under which Mr. Hart will serve as Chief Executive Officer and a director of the Company. Prior to accepting the role of Chief Executive Officer, Mr. Hart served as executive vice president Identity Management and Cloud Solutions and CEO of idOnDemand, a 100% wholly owned subsidiary of the Company. Under the terms of the agreement, Mr. Hart will be based out of the Company's executive offices in California, and will receive an annual base salary of $350,000. He is also eligible to participate in the Company's bonus program for core management executives and in the Company's employee benefits programs, and will have the use of a company car. Additionally, Mr. Hart is eligible to receive 500,000 Restricted Stock Units and options to purchase 3,000,000 shares of the Company's common stock. The Restricted Stock Units will vest 25 percent after one year, with remaining shares vesting over three years in 12 equal quarterly installments. The stock options will have an exercise price equal to the closing price of the Company's common stock on The NASDAQ Stock Market on the date of grant, vest 25 percent after one year with the remaining options vesting over three years in 36 equal monthly installments, and have a term of ten years. The stock options and Restricted Stock Units granted to Mr. Hart were made outside of the Company's existing equity compensation plans in reliance upon NASDAQ Rule 5635(c)(4). The Company will subsequently file a Registration Statement on Form S-8 to register the shares underlying the grants.

Mr. Hart's agreement contains customary provisions relating to confidential information. A copy of Mr. Hart's executive employment agreement is attached to this Report as Exhibit 10.1 and is incorporated herein by reference.

New Executive Employment Agreement with Lawrence Midland

On March 18, 2014, the Company entered into an executive employment agreement with Lawrence Midland under which Mr. Midland will serve as President of the Company, replacing the amended and restated executive employment agreement between Mr. Midland and the Company dated December 21, 2011. Under the terms of the new agreement, Mr. Midland will be based out of the Company's offices in California, will receive an annual base salary of $200,000 and will be eligible to participate in the Company's equity incentive and employee benefits programs. He will also be eligible to receive an annual bonus payment of $100,000, based upon the achievement of criteria as determined by the Chief Executive Officer and approved by the Compensation Committee of the Board of Directors of the Company. Additionally, Mr. Midland is eligible to receive 100,000 Restricted Stock Units and options to purchase 400,000 shares of the Company's common stock. The Restricted Stock Units will vest 25 percent after one year, with remaining units vesting over three years in 12 equal quarterly installments. The stock options will have an exercise price equal to the closing price of the Company's common stock on The NASDAQ Stock Market on the date of the grant, vest 25 percent after one year with the remaining options vesting over three years in 36 equal monthly installments, and have a term of ten years.

The initial term of Mr. Midland's agreement is three years, or from January 1, 2014 to December 31, 2016, and may be extended by mutual consent at any time prior to its expiration. The Company or Mr. Midland may terminate the agreement at any time without cause upon 12 months' prior written notice. During the 12-month notice period, Mr. Midland would continue to receive monthly salary payments and benefits under the Company's employee benefits plans and programs, and any applicable bonus payments. The Company may terminate the agreement for cause at any time without notice and without any payment in lieu of notice. If Mr. Midland is terminated or other conditions of his employment are materially changed following a change of control of the Company, as defined in the agreement, he will be entitled to receive a severance payment equal to 200 percent of his then-current annual base salary payable in a lump sum, accelerated vesting of all unvested stock options and restricted stock units so that they become fully vested and exercisable, and reimbursement for health care coverage for a period of time as defined in the agreement.

Mr. Midland's agreement contains customary provisions relating to confidential information, non-competition and non-solicitation. A copy of Mr. Midland's executive employment agreement is attached to this Report as Exhibit 10.2 and is incorporated herein by reference.

Amended Executive Employment Agreement with Manfred Mueller

On March 18, 2014, the Company entered into a second amendment to its amended and restatement executive employment agreement with Dr. Manfred Mueller, dated February 16, 2012. This second amendment changes Dr. Mueller's position to Chief Operating Officer, with responsibility for the Company's sales in the Europe/Middle East and Asia/Pacific regions. It also replaces Dr. Mueller's eligibility for bonus compensation with payment of commissions equal to 50 percent of his annual base salary, based on achievement of planned target revenues and paid on a quarterly basis. Dr. Mueller is also entitled to participate in any equity incentive plan of the Company on such terms as may be determined by the Chairman, the Compensation Committee, or the Board of Directors of the Company. Additionally, Dr. Mueller is eligible to receive 140,000 Restricted Stock Units and options to purchase 560,000 shares of the Company's common stock. The Restricted Stock Units will vest 25 percent after one year, with remaining units vesting over three years in 12 equal quarterly installments. The stock options will have an exercise price equal to the closing price of the Company's common stock on The NASDAQ Stock Market on the date of the grant, vest 25 percent after one year with the remaining options vesting over three years in 36 equal monthly installments, and have a term of ten years.

The term of Dr. Mueller's amended agreement is three years, from January 1, 2014 until December 31, 2016, and may be extended by mutual consent at any time prior to its expiration.

The amendment further provides provisions related to a change of control of the Company, as defined in the amendment. If Dr. Mueller is terminated or other conditions of his employment are materially changed following a change of control of the Company, as defined in the agreement, he will be entitled to receive a severance payment equal to 200 percent of his then-current annual base salary payable in a lump sum and accelerated vesting of all unvested stock options and restricted stock units so that they become fully vested and exercisable.

10.1        Executive Employment Agreement between Identive Group, Inc. and Jason Hart, dated March 13, 2014.

10.2        Executive Employment Agreement between Identive Group, Inc. and Lawrence Midland, dated March 18, 2014.

10.3        Second Amendment to Executive Employment Agreement between Identive Group, Inc. and Manfred Mueller, dated March 18, 2014.