Amendment No. 2 to 2017 Equity Incentive Plan of Fuse Medical, Inc.
This amendment updates the 2017 Equity Incentive Plan of Fuse Medical, Inc. by increasing the total number of shares available for awards to 4,500,000 and clarifies how different types of awards count against this limit. It also sets a $100,000 annual limit on Incentive Stock Options for any individual. The company is required to keep enough shares available to fulfill these awards. The amendment is signed by the Interim Chief Financial Officer and Director.
EXHIBIT 4.2
2017 EQUITY INCENTIVE PLAN
OF
FUSE MEDICAL, INC.
AMENDMENT NO. 2
October 4, 2017
Section 4.1 of the 2017 Equity Incentive Plan of Fuse Medical, Inc., dated April 5, 2017, is removed in its entirety and replaced by the following:
4.1Subject to adjustment in accordance with Section 11, a total of 4,500,000 shares of Common Stock shall be available for the grant of Awards under the Plan; provided, however, that Incentive Stock Options granted to any single individual in a calendar year may not exceed $100,000 in Fair Market Value. Any shares of Common Stock granted in connection with Options and Stock Appreciation Rights shall be counted against this limit as one (1) share for every one (1) Option or Stock Appreciation Right awarded. Any shares of Common Stock granted in connection with Awards other than Options and Stock Appreciation Rights shall be counted against this limit as two (2) shares of Common Stock for every one (1) share of Common Stock granted in connection with such Award. During the terms of the Awards, the Company shall keep available at all times the number of shares of Common Stock required to satisfy such Awards.
Fuse Medical, Inc.
By:/s/ William E. McLaughlin III
William E. McLaughlin, III
Interim Chief Financial Officer and Director
(Principal Financial Officer)
