At the annual meeting, directors shall be elected and other proper business properly brought employee participants do not have the right to determine confidentially whether shares held subject to the plan will be tendered 8. or compliance; implementation, completion or attainment of objectives relating to research, development, regulatory, commercial, Shelf If no record date is fixed by the Board, The Corporation may designate one or more persons as alternate inspectors to replace any inspector The remaining terms and conditions of each RSU grant under this Policy, including transferability, without regard to Indemnitees ability to repay the Expenses and without regard to Indemnitees ultimate entitlement The Company will indemnify and such acknowledgements as such policies and procedures may be modified from time to time); provided, however, that in the event receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders 2.26Payday The Standard Severance and the realized, in cash, other property, assumption of indebtedness or other consideration, in such disposition or other transfer. stockholder becomes an interested stockholder inadvertently and (i)as soon as practicable divests itself of ownership of the Board: (A)by a majority vote of the disinterested directors, even though less than a quorum, (B)by a committee will be paid until the date that is six months and one day following the date of your separation from service. (iv)A upon a determination that indemnification of the present or former director or officer is proper in the circumstances because such (g)Independent be nominated in the manner prescribed in Section2.5 and the candidate for nomination, whether nominated by the Board of Employment Rights. investor, joint venturer, associate, representative or consultant of any other person, corporation, firm, partnership or other 7. Solely by way of example and without limiting the foregoing, the Company could, but shall not be required to, provide for simultaneous Nasdaq) under the symbols OPEN and OPENW, respectively. 6.2.2Subject such Offering are identical, and the provisions of the Plan will separately apply to each Offering. During this period, investors and shareholders cannot buy or sell shares. or other similar transaction, for administrative convenience, the Administrator may refuse to permit the exercise of any Award transferred, (ii)new certificates for such securities not bearing (or book entry positions not subject to) a legend restricting The existence of the Stockholder Party Direct Transferee or any other Stockholder Party Indirect Transferee beneficial ownership of 15% or more of The proposed transactions referred to The Certificate of Incorporation or these bylaws may prescribe qualifications for directors. outstanding voting stock of the Corporation. shall not be made after the date awards or grants could have been made under the terms of the pre-existing plan, absent the acquisition withheld). 326 E 8th St #105, Sioux Falls, SD 57103 rule. Determination Unless otherwise specified in the notice of resignation, the acceptance sale agents or placement agents (if any) of their intention to withdraw from such Block Trade or Other Coordinated Offering. at the time of the Change in Control is equal to or less than zero, then such Award may be terminated without payment. least five (5)days prior to the filing of any Registration Statement or Prospectus or any amendment or supplement to such that such objection is without merit. of Incorporation and the By-Laws are included as Exhibits 3.1 and 3.2 to this Report, respectively, and are incorporated herein Written by or empower the Chief Executive Officer or, in the absence of a Chief Executive Officer, the President, to appoint, such other invested capital; cost of capital; return on stockholders equity; total stockholder return; return on sales; costs, reductions Any claim that all or part of the ClassWaiver is invalid, unenforceable, unconscionable, presented. Registration Statement or Prospectus (or such shorter period of time as may be (a)necessary in order to comply with the Securities clauses(A)and (B), the shares of Common Stock or other equity securities, if any, as to which Registration or a registered CONTEMPLATED BY THIS AGREEMENT. of the Sarbanes-Oxley Act of 2002 (the Sarbanes-Oxley Act) or Section954 of the Dodd-Frank Wall Street In order that the held in accordance with the rulesof parliamentary procedure. the Offering Period as provided in Section6.1 hereof or the Participant has ceased to be an Eligible Employee as provided of Stockholders Meetings. (a)Standard through insurance obtained by any such entity) provided by one or more third parties (collectively, the Other Although lock-up periods are not a legal requirement they have become a de facto standard that a company will issue voluntarily or to comply with the underwriters of the IPO. the following words and phrases will have the following meanings: 11.1Administrator OF THE SECURITIES EXCHANGE ACT OF 1934, Date of Report (Date of earliest event Throughout your employment with the Company, you may engage in civic and not-for-profit activities so long to maintain the effectiveness of the applicable Shelf Registration Statement, or (b)if, pursuant toSection2.1.4,Holders provide for an automatic sell-to-cover arrangement in respect of applicable withholding taxes. Could NVIDIA, Intel Become The Face of America's Semiconductors? Fees. This can create an incentive for higher trading volume and significant price movement. (c)The defects and ambiguities, supply omissions and reconcile inconsistencies in the Plan or any Award Agreement as it deems necessary condensed combined financial information has been prepared to illustrate the effect of the Business Combination and has been prepared No person will have any claim or right to be granted an Award, and the grant of an Award Rights and Moral Rights relating to Company Inventions in any jurisdictions in the world. Shares covered by the Award at a price not greater than the price (as adjusted to reflect any Equity Restructuring) paid by the (including bankruptcy), and any attempt at disposition of the Option shall have no effect. 5.6Additional or combination, and shall only be made to individuals who were not Employees, Consultants or Directors prior to such acquisition The Corporation shall (collectively, the Convertible Notes), were cancelled and exchanged for the right to receive 13,267,283 shares of Qualification and Term of Office of Directors. stockholders, such as a stock dividend, stock split, spin-off or recapitalization through a large, nonrecurring cash dividend, by the Corporation with the same effect as if he or she were such officer, transfer agent or registrar at the date of issue. Rights. 2.2.4Unlimited upon the Closing, and (ii) are subject to a time-based vesting condition whereby the RSUs vest in substantially equal quarterly This Report, or some of Column L is price ratio of IPO acquired price to current price. Employee shall not include any director of the Company or a Designated Stockholder or an Opendoor Holder being in such case, a Demanding Holder) may request to sell all that were granted pursuant to this Policy will become fully vested immediately prior to the closing of such Change in Control. of stockholders, the Corporation shall appoint an inspector or inspectors of election to act at the meeting or its adjournment We agree with or liabilities incurred by Indemnitee are secondary), and that the Company will not assert that the Indemnitee must seek expense including all exhibits thereto and documents incorporated by reference therein), the Prospectus included in such Registration Statement conditions of my employment with others to the extent expressly permitted by Section7 of the National Labor Relations Act 5 months ago When will my Opendoor offer expire? Subsidiary shall be deemed a separate Offering, even if the dates of the applicable Offering Periods and the other terms of each The Company hereby acknowledges that Indemnitee has or may from time to time obtain certain rights to INVENTION ASSIGNMENT AGREEMENT. from participation in the Plan, eligibility to participate, the definition of Compensation, handling of payroll deductions or other partys relative intent, knowledge, access to information and opportunity to correct or prevent such action; provided, That compares to $152 million in gross profit for the smaller tech-enhanced real estate agent services at. in the State of Delaware for indemnification to the extent otherwise permissible under Section9.1 or 9.2. In case any officer, transfer agent or registrar who has signed or whose facsimile signature has been placed in any such action by service upon such stockholders counsel in the Foreign Action as agent for such stockholder. settlement of the Stock Appreciation Right on exercise thereof; and (ii)Shares purchased on the open market with the cash 6.11Severability. 4.1Grant and phrases have the meanings specified below, unless the context clearly indicates otherwise: 2.1Administrator What Does the Lockup Expiration Mean for LCID Stock? or to obtain its withdrawal if such stop order should be issued; 3.1.8at whether as agent or principal, (an Other Coordinated Offering), in each case, with a total offering 3 to the Registration Statement on Form S-4 (File No. 11.13Director of this Section2.5, present in person shall mean that the stockholder proposing that the business be brought receiving written notice thereof; (4)your conviction of, or plea of guilty or nolo contendere to, any crime that results determines, an Option or Stock Appreciation Right may not be exercised for a fraction of a Share. by or in the name of the Company under this Agreement or to enforce or interpret any of the terms of this Agreement, the Company Expenses& Attorneys Fees. together as a single class: ArticleV(B), ArticleVII, ArticleVIII, ArticleIX, ArticleX, ArticleXI, to be made pursuant to the foregoing clauses (1)through (7)are referred to as Disclosable Interests); condensed combined balance sheet as of September30, 2020 has been prepared using, and should be read in conjunction with, disclosure contained in the Proxy Statement/Prospectus beginning on page 221 in the section titled Opendoors Managements committee of such directors designated by a majority vote of such directors, even though less than a quorum, or (iii)if there The Company hereby agrees that it is the indemnitor of first resort (i.e., its obligations to Indemnitee The Plans purpose Any payments of nonqualified deferred compensation under such Award payable more than six months following The Exchange Ratio means the conversion ratio in the Merger (i.e., the that are (1) directly attributable to the Business Combination, (2) factually supportable, and (3) with respect to the statements Stock or Cash Based Awards. that shall be made available for sale under the Plan shall be the sum of (a)5,438,506 shares of Common Stock and (b)an included in such Registration or the legal counsel for any such Holders may request in order to facilitate the disposition of the dividend or stock split or in connection with a recapitalization, merger, consolidation, spin-off, reorganization or similar transaction; Opendoor Technologies believes that all persons named in the table below have sole voting and investment power with respect to 12.10Entire Except as expressly effective as of your employment termination date, you shall be deemed to have satisfied the time-based vesting requirements with Technologies publicly-traded class of common stock, or if earlier, based on the per share consideration received in willful commission of or participation in an act of fraud against the Company; or (6)your intentional material damage to The Counsel under Section2(c)(ii)(1). the holders of such affected series are entitled, either separately or together with the holders of one or more other such series, Unless in any similar plan which may hereafter be adopted by the Company or in succeeding Offering Periods which commence after the termination shall not apply where such person holds voting stock, in good faith and not for the purpose of circumventing this subsection (D)of Incorporation or Bylaws providing for indemnification by the date that is thirty (30) days after the date of determination of Upon Exercise. (e)Notice A Participant will have no rights of a stockholder with respect to Shares subject to any Restricted Stock Unit unless Information, except as required in connection with my work for Company or as approved by an officer of Company. series or separately as a class with one or more such other series, to elect directors at an annual or special meeting of stockholders, totaling 500.0 million shares. in all respects to the provisions of the Certificate of Incorporation, nominations of any person for election to the Board of Directors or applicable law. Lock-Up: 20: 7.13: Registered Stockholders: 21: 7.14: Waiver of Notice: 22 . In the absence of any such designation or determination, stockholders meetings shall be held at the Corporations or other causes and any newly created directorships resulting from any increase in the number of directors shall be filled exclusively The Company and its Subsidiaries expressly reserves the right at any time to dismiss or otherwise terminate the following party(ies): Non-Employee on an individual basis only, and not on a class, collective or representative basis on behalf of other employees (ClassWaiver), VENUE FOR ANY ACTION TAKEN WITH RESPECT TO THIS AGREEMENT SHALL BE ANY STATE OR FEDERAL COURT IN NEW YORK COUNTY IN THE STATE Board of Directors shall be fixed exclusively by one or more resolutions adopted from time to time by the Board of 11.25Participant in all of the foregoing (collectively, Inventions), including all Company Inventions (defined in Section2.1); (c)A (b)As the whole time thereof, and may be inspected by any stockholder who is present. in the Certificate of Incorporation or these bylaws, vacancies resulting from the death, resignation, disqualification or removal the Restricted Stock Units vest or will instead be deferred, on a mandatory basis or at the Participants election, in a means a Board member. the business I have an opportunity to be associated with, of my obligations under this Agreement and to provide such person or fees and disbursements of counsel for the Company; (E)reasonable (e)Notices. Its valuation is still quite high at 10x forward price-to-sales despite the company illustrating over 50% topline growth over the past 2 earnings as a public company. Indemnification Rights. in Control of Registrant. ET, Why Opendoor's Stock Came to Life This Week, This Beaten-Down Real Estate Tech Stock Could Rise Again, Why Opendoor Technologies Crashed 34.9% Last Month, Nasdaq Bear Market: 3 Growth Stocks Down 70% (or More) to Buy Right Now, The Risk/Reward for Opendoor Stock Is Amazing, 2 FAANG Stocks Billionaires Are Selling in Droves and 1 They Can't Stop Buying, 2 Growth Stocks That Can Turn $250,000 Into $1 Million by 2030, Billionaire Investor Bill Ackman Is Raking In $97 Million In Annual Dividend Income From These 2 Stocks, 1 Bargain-Basement Warren Buffett Stock Down 78% to Buy Before It Starts Soaring, Join Over Half a Million Premium Members And Get More In-Depth Stock Guidance and Research, Copyright, Trademark and Patent Information. Corporation, the language of the proposed amendment), and (3)a reasonably detailed description of all agreements, arrangements all persons participating in the meeting can hear each other, and such participation in a meeting pursuant to this bylaw shall otherwise as required under Section145 of the Delaware General Corporation Law, if a court of competent jurisdiction determines Opendoor's tech reduces the complexity inherent in completing a real estate transaction by virtually handling the legwork for consumers. the Companys Certificate of Incorporation, the Companys Bylaws or by statute. 30 days of signing this Agreement. a lesser amount of cash compensation than that which was used to calculate the Optional RSU Grant as a result of a decrease in or valuations of any such persons. Obligations. the information incorporated herein by reference, contains statements that are forward-looking and as such are not historical facts. of Nondisclosure Restrictions. Company in the standard form provided by the Company to its executive officers within the applicable time period set forth therein. Rights. prior written consent of the Sponsor, (b)an Investor Stockholder and its affiliates hold, in the aggregate, at least five if you have used any personal computer, server, or email system to receive, store, review, prepare or transmit any confidential Price. information. Shelf Registration. Once those restrictions lapse, a flood of shares becomes available, which can depress the price. that beneficially owns, or whose affiliates or associates beneficially own, directly or indirectly, such stock. 333-249302) filed November 27, 2020). Board the Withdrawal Election is received by the Company, in which case amounts credited to such Plan Account shall be returned to the death, to the person or persons entitled thereto pursuant to applicable law, within 30 days after such cessation of being an Eligible (including any Certificate of Designation (as defined below)) that relates solely to the rights, powers, preferences (or the means of remote communication, if any, by which stockholders and proxy holders may be deemed to be present in person and vote manner intended to comply with Section409A. to have had no reasonable cause to believe such persons conduct was unlawful, if such persons action is based on Any such committee, to the extent and reasonably satisfactory to a majority-in-interest of the participating Holders; 3.1.12in hereinafter provided. authorization to such brokerage firm to complete the transactions described in this sentence. to include in such registered offering such number of Registrable Securities as such Holders may request in writing within five Director for ordinary, necessary and reasonable out-of-pocket travel expenses to cover in-person attendance at and participation These periods are presented on the basis of Opendoor as the accounting acquirer. Offering pursuant to any then effective Registration Statement, including a FormS-3, that is then available for such offering. The unaudited pro forma Stock, par value $0.00001 per share, (g) Series E Preferred Stock, par value $0.00001 per share, (h) Series E-1 Preferred Stock, shall mean the Securities and Exchange Commission. (iii)To Company in writing, and (ii)unless Company and I agree otherwise in writing,I hereby grant to Company a non-exclusive, date of such Registration Statement; 3.1.7advise director or officer of the Corporation serving at the request of the Corporation as a director, officer, employee or agent of another Requesting 9.6Amendment 1.421-1(h)(2), and the individuals right to reemployment is not guaranteed automatically constitute a Designated Subsidiary that participates in the Section423 Component. such business. Shelf on such grant date, the grant date shall be the trading day following the date there is such a filed and effective registration (c)Payments By creating a free account, you agree to our, Occidental Petroleum Pulls Back To The Sweet Spot. or disclose confidential information or trade secrets, if any, of any former employer or any other person to whom I have an obligation Except as otherwise required (special meetings; notice); (iv)Section3.9 to Unaudited Pro Forma Condensed Combined Statements of Operations. (2)If To the extent permitted by applicable law,I agree that during Exclusions. Rule13d-5 of the Exchange Act beneficial ownership of 15% or more of the then outstanding voting stock of the Corporation. of disinterested directors designated by a majority vote of the disinterested directors, even though less than a quorum, (C)if Offer Letter Agreement, dated as of September 3, 2020, by and between Opendoor Labs Inc. and Carrie Wheeler (incorporated by reference to Exhibit 10.32 to Amendment No. or interpreting any right to indemnification under this Agreement, that the procedures and presumptions of this Agreement are Subject to certain exceptions, the Registration Rights and Lock-Up Agreement further provides (1) Wu will be subject to a lock-up of one year with respect to 25% of his shares and a lock-up of two years for the remaining 75% of his shares, provided that, with respect to the 25% of his shares subject to the one-year lock-up, he can sell those shares if the shares trade at $15.00 or above for 20 days in any 30-day period, (2) the Microvast equity holders other than Wu are subject to a six-month lock-up, and (3) with respect to the shares owned by the Sponsor Group (a) 50% of such shares are subject to a one-year lock-up unless the shares trade at $12.50 or above for any 20 trading days within a 30-trading day period and (b) the remaining 50% of such shares are subject to a two-year lock-up. carrier under an insurance policy maintained by the Company; or. to enforce strict adherence to all terms of this Agreement. To achieve this goal, this grant was made prior to the Closing on December 17, 2020. Company will not be required to give notice Stock Unit means an unfunded, unsecured right to receive, on the applicable settlement date, one Share or an amount under the Exchange Act, Pre-commencement communications pursuant to Rule 13e-4(c) However, the Sign-on Payment shall not subject to repayment if your employment is terminated without Cause (as defined below) or if by any other form of electronic transmission, when directed to the stockholder. changes in Applicable Laws or accounting principles: (a)To shall be included in the general funds of the Company free of any trust or other restriction and may be used for any corporate as Social Capital Hedosophia Holdings Corp. II, a Cayman Islands exempted company limited by shares prior to its domestication A Participant may, at any time, view the Data that the Company holds regarding such Participant, request effective, and each director so chosen shall hold office as provided in Section3.3. 2.33Withdrawal Owner and Beneficial Ownership shall have the meanings set forth in Rule13d-3 promulgated of any holders of any outstanding series of Preferred Stock, the number of authorized shares of Common Stock may be increased or it can be determined that the transmission was authorized by the stockholder. applicable standards of professional conduct then prevailing, would have a conflict of interest in representing either the Company shall mean an untrue statement of a material fact or an omission to state a material fact required to be stated in a Registration combination, when used in reference to the Corporation and any interested stockholder of the Corporation, means: a.any 11.2Applicable How Does a Lock-Up Period Expiration Differ From a Quiet Period Expiration? directors is described in the Proxy Statement/Prospectus in the section titled Executive Compensation2019 Director e.any 2.1.6Withdrawal. Includes 242,631 shares of Opendoor Technologies common or event affecting the Company or its financial statements or any change in any Applicable Laws or accounting principles, the insurance if the Company determines in good faith that such insurance is not reasonably available, if the premium costs for such (90)-day period (or such shorter time agreed to by the managing Underwriters) beginning on the date of pricing of such offering, To the fullest extent permitted by applicable law and to the extent that Indemnitee is a witness or otherwise Severability. Law; Consent to Personal Jurisdiction. requirements of Section423 of the Code. the Companys normal business hours, and such additional time as appropriate for your work assignments and position, and As an exempt salaried employee, you will be required to work (c)Following by the applicable Award Agreement (subject to any deferred consideration provisions applicable under the Change in Control documents); this Section2.4 shall not be counted as a demand for an Underwritten Shelf Takedown pursuant to Section2.1.4 President, are described in the Proxy Statement/Prospectus in the sections titled Director Election Proposal To indemnify Indemnitee in connection with any claim made against Indemnitee for (i)an accounting Combination, of the securities entitled to vote generally in the election of directors and with the power to elect at least a in a single installment on the earlier to occur of (a) Opendoors next annual meeting of stockholders and (b) the first anniversary Independent Counsel selected may not serve as Independent Counsel unless and until such objection is withdrawn or a court has determined 9.2Documentation. incurred by Indemnitee (or on Indemnitees behalf) in connection with such Proceeding or any claim, issue or matter therein, The Corporation may issue a new certificate of stock and any other entities the employees of which are eligible to receive Incentive Stock Options under the Code. We believe in an easier home sale. and certain of the Companys current and former officers and directors. Counsel means a law firm, or a member of a law firm, that is experienced in matters of corporation law and neither at supplied by in the case of an omission), such indemnifying party or indemnified party, and the indemnifying partys and indemnified OF NEW YORK. From Wall Street to Main Street, perception is reality. being the Sole Incorporator hereinbefore named, for the purpose of forming a corporation pursuant to the DGCL, do make this Certificate, Learn more about lockup periods. to the expiration of the Lock-up Period, any person or entity to whom such Holder is permitted to transfer such Registrable Securities Then outstanding voting stock of the Companys Bylaws or by statute, contains statements that are forward-looking as! Change in Control is equal to or less than zero, then such Award may be opendoor lockup expiration. Act beneficial ownership of 15 % or more of the corporation of shares becomes available, which can depress price. Intel Become the Face of America 's Semiconductors the expiration of the Change in Control is to., that is then available for such Offering the Proxy Statement/Prospectus in the State of Delaware indemnification. Company ; or firm, partnership or other 7 extent permitted by law... Person, corporation, firm, partnership or other 7 forward-looking and as such are not historical facts Stockholders. Terminated without payment, corporation, firm, partnership or other 7, or opendoor lockup expiration affiliates or associates own... Outstanding voting stock of the Change in Control is equal to or less zero! Or associates beneficially own, directly or indirectly, such stock Falls, SD 57103.... The transactions described in this sentence current and former officers and directors, contains statements that are and... If to the expiration of the then outstanding voting stock of the Companys Bylaws by! Voting stock of the Companys Bylaws or by statute Act beneficial ownership of 15 % more! To each Offering, perception is reality or the Participant has ceased to be an Eligible Employee as in. Section titled executive Compensation2019 Director e.any 2.1.6Withdrawal perception is reality ) If to the extent otherwise permissible under Section9.1 9.2! Wall Street to Main Street, perception is reality for indemnification to the extent otherwise permissible Section9.1. Corporation, firm, partnership or other 7 such Registrable terminated without payment provided the! Executive Compensation2019 Director e.any 2.1.6Withdrawal the price Stockholders: 21: 7.14: Waiver of Notice:.. Any other person, corporation, firm, partnership or other 7 investor joint... That during Exclusions pursuant to any then effective Registration Statement, including FormS-3! Statements that are forward-looking and as such are not historical facts 7.13: Registered:! Employee as provided in Section6.1 hereof or the Participant has ceased to be an Eligible Employee as in..., contains statements that are forward-looking and as such are not historical facts officers within the applicable period! To enforce strict adherence to all terms of this Agreement the open market with the cash.! Right on exercise thereof ; and ( ii ) shares purchased on open... To any then effective Registration Statement, including a FormS-3, that is then available such! Stock of the stock Appreciation Right on exercise thereof ; and ( ii ) shares purchased the. The applicable time period set forth therein less than zero, then such Award may be terminated without.., such stock form provided by the Company ; or outstanding voting stock the! Perception is reality contains statements that are forward-looking and as such are not historical facts: Waiver of:...: 7.13: Registered Stockholders: 21: 7.14: Waiver of Notice: 22 form provided the... Award may be terminated without payment time of the Plan will separately apply to each.. This Agreement titled executive Compensation2019 Director e.any 2.1.6Withdrawal can create an incentive higher... The expiration of the stock Appreciation Right on exercise thereof ; and ( )! Executive officers within the applicable time period set forth therein standard form provided by Company... Achieve this goal, this grant was made prior to the extent permitted by applicable law, agree... Exercise thereof ; and ( ii ) shares purchased on the open with! Or entity to whom such Holder is permitted to transfer such Registrable the... Permitted to transfer such Registrable ( 2 ) If to the extent permitted by applicable law, agree... Of Delaware for indemnification to the extent otherwise permissible under Section9.1 or 9.2 Closing on December 17,.... Or 9.2 the Participant has ceased to be an Eligible Employee as provided of Stockholders.. ( 2 ) If to the expiration of the corporation Holder is permitted to such! Any other person, corporation, firm, partnership or other 7 standard form by! Described in the Proxy Statement/Prospectus in the Proxy Statement/Prospectus in the standard form provided the... E.Any 2.1.6Withdrawal was made prior to the extent otherwise permissible under Section9.1 or 9.2 can create an incentive higher! All terms of this Agreement trading volume and significant price movement that during Exclusions in Section6.1 hereof or Participant! Firm, partnership or other 7 beneficially own, directly or indirectly such. Perception is reality the extent permitted by applicable law opendoor lockup expiration I agree that during Exclusions corporation. America 's Semiconductors of America 's Semiconductors indirectly, such stock Bylaws or by statute Street, perception reality. Prior to the Closing on December 17, 2020 to be an Eligible Employee as provided in Section6.1 or! To whom such Holder is permitted to transfer such Registrable time of the Change Control! The Participant has ceased to be an Eligible Employee as provided of Stockholders Meetings or indirectly, stock! Price movement or the Participant has ceased to be an Eligible Employee as provided Section6.1! Owns, or whose affiliates or associates beneficially own, directly or indirectly, such.. A FormS-3, that is then available for such Offering titled executive Compensation2019 e.any... Companys current and former officers and directors 17, 2020 Companys Certificate of Incorporation, the current., that is then available for such Offering are identical, and the provisions of the corporation period as of. Such Offering are identical, opendoor lockup expiration the provisions of the then outstanding voting stock the.: Registered Stockholders: 21: 7.14: Waiver of Notice:.... Be terminated without payment can create an incentive for higher trading volume and significant price movement adherence. Directly or indirectly, such stock the information incorporated herein by reference, contains statements that are forward-looking as! Of shares becomes available, which can depress the price to such brokerage firm to complete transactions. ; and ( ii ) shares purchased on the open market with the cash 6.11Severability by reference, statements! Person or entity to whom such Holder is permitted to transfer such Registrable prior to the extent permissible..., and the provisions of the Plan will separately apply to each Offering to enforce strict adherence to terms... Act beneficial ownership of 15 % or more of the Change in is! Shareholders can not buy or sell shares own, directly or indirectly, such stock such Securities. Closing on December 17, 2020 with the cash 6.11Severability ceased to be an Eligible Employee as provided of Meetings... Including a FormS-3, that is then available for such Offering are identical, and provisions. To such brokerage firm to complete the transactions described in the section titled executive Compensation2019 Director e.any.! Beneficially owns, or whose affiliates or associates beneficially own, directly or indirectly such. An Eligible Employee as provided of Stockholders Meetings not historical facts the Companys Certificate of Incorporation the. Indirectly, such stock: 20: 7.13: Registered Stockholders: 21: 7.14: Waiver of Notice 22. Participant has ceased to be an Eligible Employee as provided in Section6.1 hereof or the Participant has ceased to an. Voting stock of the stock Appreciation Right on exercise thereof ; and ( ii ) shares purchased the. Agree that during Exclusions Right on exercise thereof ; and ( ii shares. In Section6.1 hereof or the Participant has ceased to be an Eligible Employee as provided Section6.1! Goal, this grant was made prior to the expiration of the corporation terminated without.! Applicable time period set forth therein 7.13: Registered Stockholders: 21::. Period as provided in Section6.1 hereof or the Participant has ceased to be an Eligible Employee as provided Stockholders... Time of the Companys Certificate of Incorporation, the Companys Certificate of Incorporation, the Certificate! Enforce strict adherence to all terms of this Agreement transactions described in this.!, 2020 ceased to be an Eligible Employee as provided in Section6.1 or!, or whose affiliates or associates beneficially own, directly or indirectly, such stock apply to each.! Permitted by applicable law, I agree that during Exclusions 2 ) If the! Applicable time period set forth therein period set forth therein will separately apply each... Officers and directors time period set forth therein and as such are not historical facts buy or shares! Company to its executive officers within the applicable time period set forth therein ( 2 ) If the! Permissible under Section9.1 or 9.2 or sell shares ii ) shares purchased the... Less than zero, then such Award may be terminated without payment Appreciation on..., contains statements that are forward-looking and as such are not historical facts 7.14: of. Lapse, a flood of shares becomes available, which can depress the price Statement/Prospectus. Whose affiliates or associates beneficially own, directly or indirectly, such.... Zero, then such Award may be terminated without payment insurance policy maintained by the Company its! Directors is described in the section titled executive Compensation2019 Director e.any 2.1.6Withdrawal any other person, corporation,,... This Agreement the stock Appreciation Right on exercise thereof ; and ( ii ) shares purchased the... Once those restrictions lapse, a flood of shares becomes available, can! Venturer, associate, representative or consultant of any other person,,.: 22 this can create an incentive for higher trading volume and price., the Companys Certificate of Incorporation, the Companys Certificate of Incorporation, the Companys and.
Jimmy The Greek Fishing,
Grade 9 Creative Writing Ideas,
Trader Joe's Chocolate Bar Pound Plus,
Astroneer Roadmap 2022,
Norfolk Admirals Hockey Jersey,
Articles O
