STOCK RESTRICTION AGREEMENT
This STOCK RESTRICTION AGREEMENT (this Agreement) is dated as of [Date] (the Effective Date), between Foghorn Therapeutics Inc., a Delaware corporation (the Company), and [Name] (Holder) relating to shares of the Companys common stock, par value $0.0001 per share (Common Stock). The Company and Holder are each referred to individually as a Party and together as the Parties.
WHEREAS, the Company and Holder have entered into that certain Nonstatutory Stock Option Agreement, dated as of the Effective Date, (as it may be amended from time to time, the Stock Option Agreement), pursuant to which Holder is granted an option to purchase [Number] shares of Common Stock (the Shares) in accordance with the terms set forth therein; and
WHEREAS, the Company and Holder desire to enter into this Agreement pursuant to which the Shares, upon exercise, shall become subject to certain terms and conditions, as more fully described herein.
NOW, THEREFORE, in consideration of the premises and the mutual covenants herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and Holder hereby agree as follows:
Upon execution of this Agreement, the Company and Holder agree that the Shares shall initially be deemed Restricted Shares and shall initially be subject to all of the restrictions set forth herein.
Section 2.1. Definitions. For purposes of this Agreement, the following terms are defined as set forth below:
(a) Agreement has the meaning set forth in the preamble.
(b) Board means the Companys board of directors
(c) Common Stock has the meaning set forth in the preamble.
(d) Effective Date has the meaning set forth in the preamble.
(e) Escrow Agent has the meaning set forth in Section 5.6.
(f) Grant Date has the meaning set forth in the Stock Option Agreement.