Exhibit 10.1

EMPLOYMENT AGREEMENT

EMPLOYMENT AGREEMENT, dated as of December 18, 2017, by and between Iconix Brand Group, Inc., a Delaware corporation (the “Company”), and Peter Cuneo (the “Executive”).

WITNESSETH

WHEREAS, the Company desires to employ the Executive, and the Executive desires to be employed by the Company, pursuant to the terms as provided herein;

NOW, THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Company and Executive hereby agree as follows:

1.      Engagement of Executive; Duties. During the Term (as hereinafter defined in Section 3 below), the Executive shall have the title of Executive Chairman of the Company, and shall have the authorities, duties and responsibilities customarily exercised by an individual serving in this position in a corporation of the size and nature of the Company, including, without limitation, overseeing the Company’s financial and legal functions, leading the refinancing of the Company’s Convertible Notes due in March 2018 and the Company’s pursuit of strategic alternatives and such other authorities, duties and responsibilities as may be from time to time delegated to him by the Board. The Executive shall faithfully and diligently discharge his duties hereunder and use his best efforts to implement the policies established by the Company. The Executive shall report to the Board.

2.      Time. The Executive shall devote such amount of his professional time to the business affairs of the Company as may be required to fulfill the duties of the Executive set forth under Section 1 hereof.

3.      Term. The Executive’s engagement shall be effective as of the date hereof (the “Commencement Date”) and shall continue until terminated by either party pursuant to Section 5 hereof (the “Term”).

The Executive’s base salary for the Term will be at a rate of not less than $490,000 per annum, commencing January 1, 2018 (the salary set forth herein shall be referred to as the “Salary”); provided, however, that an amount equal to $80,000 of such Salary shall be paid to the Executive on January 1, 2018 and the remainder of such Salary (in an amount equal to $410,000 ($34,167 per month)), shall be paid to the Executive in accordance with the Company’s payroll practices and policies then in effect and prorated for any partial period.

The Company shall pay to the Executive the reasonable expenses incurred by him in the performance of his duties hereunder, including, without limitation, expenses related to cell phones, smartphones and laptop computers and such other expenses incurred in connection with business related travel or entertainment in accordance with the Company’s policy, or, if such expenses are paid directly by the Executive, the Company shall promptly reimburse the Executive for such payments, provided that the Executive (i) properly accounts for such expenses in accordance with the Company’s policy and (ii) has received prior approval by the Board for major expenses.

Either the Company or the Executive may terminate this Agreement and the Executive’s employment hereunder for any reason or for no reason by delivering written notice of termination to the other party; provided , however, that the Executive shall provide no less than thirty (30) days’ notice before the effective date of the Executive’s termination of this Agreement, which date shall be specified in the notice of termination.

6.      Confidentiality . The  Executive shall not divulge to anyone, either during or at any time after the Term, any information constituting a trade secret or other confidential information acquired by him concerning the Company, any subsidiary or other affiliate of the Company, except in the performance of his duties hereunder, including but not limited to its licensees, revenues, business systems and processes (“Confidential Information”). The Executive acknowledges that any Confidential Information is of great value to the Company, and upon the termination of his employment, the Executive shall redeliver to the Company all Confidential Information and other related data in his possession.

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7.      Indemnification . The Company shall indemnify and hold harmless the Executive against any and all expenses reasonably incurred by him in connection with or arising out of (a) the defense of any action, suit or proceeding in which he is a party, or (b) any claim asserted or threatened against him, in either case by reason of or relating to his being or having been an employee, officer or director of the Company, whether or not he continues to be such an employee, officer or director at the time of incurring such expenses, except insofar as such indemnification is prohibited by law. Such expenses shall include, without limitation, the fees and disbursements of attorneys, amounts of judgments and amounts of any settlements; provided that such expenses are agreed to in advance by the Company. The foregoing indemnification obligation is independent of any similar obligation provided in the Company’s Certificate of Incorporation or Bylaws, and shall apply with respect to any matters attributable to periods prior to the date of this Agreement, and to matters attributable to the Executive’s employment hereunder, without regard to when asserted.

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9.      Notices. All notices relating to this Agreement shall be in writing and shall be either personally delivered, sent by telecopy (receipt confirmed) or mailed by certified mail, return receipt requested, to be delivered at such address as is indicated below, or at such other address or to the attention of such other person as the recipient has specified by prior written notice to the sending party. Notice shall be effective when so personally delivered, one business day after being sent by telecopy or five days after being mailed.

To the Company:

Iconix Brand Group, Inc.

1450 Broadway, 3 ^rd Floor

New York, New York 10018

Attention: Mark Friedman, Chairperson, Compensation Committee

To the Executive:

Peter Cuneo

114 E. 72 ^nd Street, Penthouse B

New York, NY 10021

[Signature Page Follows]

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IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the 18th day of December, 2017.

[Signature Page to P. Cuneo Employment Agreement]

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