Stock Award and Option Modification Agreement between Endurance International Group, Inc. and Tivanka Ellawala
This agreement between Endurance International Group, Inc. and Tivanka Ellawala documents changes to Mr. Ellawala’s equity awards following his transition from Chief Financial Officer to head of e-commerce. As of December 31, 2015, certain unvested stock awards and options previously granted to him are cancelled, while vested portions remain exercisable under existing terms. One unvested restricted stock award will continue to vest as originally scheduled. The agreement requires Mr. Ellawala’s consent to these changes as a condition of his continued employment.
Exhibit 10.11
December 31, 2015
Tivanka Ellawala
##### ## ## #####
Bellevue, WA 98005
Dear Tiv:
Effective September 15, 2015, you transitioned from the role of Chief Financial Officer of Endurance International Group, Inc. (“EIG” or the “Company”) to head of e-commerce for the Company. In connection with this transition and in consideration for your continued employment with EIG, you and the Company hereby agree that effective as of the date hereof (the “Effective Date”):
(i) The unvested portion of the restricted stock award granted to you on January 8, 2013, which unvested portion consists of 83,435 shares of Company common stock as of the date hereof, is hereby cancelled and you shall have no further rights with respect thereto after the Effective Date;
(ii) The unvested portion of the nonstatutory stock option granted to you on October 25, 2013 (the “2013 NSO”), which unvested portion consists of options with respect to 72,571 shares of Company common stock as of the date hereof, is hereby cancelled and you shall have no further rights with respect thereto after the Effective Date. The portion of the 2013 NSO that is vested as of the date hereof, comprised of options with respect to 91,032 shares of Company common, stock shall remain outstanding and be exercisable pursuant to the terms of the applicable stock option agreement and the Company’s stock incentive plan;
(iii) The unvested portion of the incentive stock option granted to you on October 25, 2013 (the “2013 ISO”), which unvested portion consists of options with respect to 29,068 shares of Company common stock as of the date hereof, is hereby cancelled and you shall have no further rights with respect thereto after the Effective Date. The portion of the 2013 ISO that is vested as of the date hereof, comprised of options with respect to 29,068 shares of Company common stock, shall remain outstanding and be exercisable pursuant to the terms of the applicable stock option agreement and the Company’s stock incentive plan; and
(iv) The unvested portion of the restricted stock award granted to you on October 25, 2013, which unvested portion consists of 19,567 shares of Company common stock as of the date hereof, shall continue to vest and remain outstanding pursuant to the terms of the applicable restricted stock agreement and the Company’s stock incentive plan.
10 Corporate Drive, Suite 300, Burlington, MA 01803 t: 781 ###-###-#### f: 781 ###-###-#### www.enduranceinternational.com
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Please sign below to agree to and acknowledge your consent to the foregoing.
Sincerely,
| /s/ Hari Ravichandran |
| Hari Ravichandran, Chief Executive Officer |
| Acknowledged and Agreed: |
| /s/ Tivanka Ellawala |
| Tivanka Ellawala |
| Date: 12/28/2015 |
10 Corporate Drive, Suite 300, Burlington, MA 01803 t: 781 ###-###-#### f: 781 ###-###-#### www.enduranceinternational.com
