Fair Market Value: As of a particular date, (i) the closing price for an Ordinary Share or ADS, as applicable, reported on the Nasdaq Global Market (or any other national securities exchange on which the Ordinary Share or ADS, as applicable, is then listed) for that date or, if no closing price is reported for that date, the closing price on the immediately preceding date on which a closing price was reported or (ii) in the event that no Ordinary Share or ADS, as applicable, is traded on a national securities exchange, the fair market value of a Share determined by the Administrator consistent with the rules of Section 422 and Section 409A, to the extent applicable.
ISO: A Share Option intended to be an incentive stock option within the meaning of Section 422. Each Share Option granted pursuant to the Plan will be treated as providing by its terms that it is to be an NSO unless, as of the date of grant, it is expressly designated as an ISO in the applicable Award agreement.
NSO: A Share Option that is not intended to be an incentive stock option within the meaning of Section 422.
Ordinary Share: An ordinary share of the Company.
Participant: A person who is granted an Award under the Plan.
Performance Award: An Award subject to performance vesting conditions, which may include Performance Criteria.
Performance Criteria: Specified criteria, other than the mere continuation of Employment or the mere passage of time, the satisfaction of which is a condition for the grant, exercisability, vesting or full enjoyment of an Award. A Performance Criterion and any targets with respect thereto need not be based upon an increase, a positive or improved result or avoidance of loss and may be applied to a Participant individually, or to a business unit or division of the Company or to the Company as a whole. A Performance Criterion may also be based on individual performance and/or subjective performance criteria (or any combination of any of the criteria described in this definition). The Administrator may provide that one or more of the Performance Criteria applicable to such Award will be adjusted in a manner to reflect events (for example, but without limitation, acquisitions or dispositions) occurring during the performance period that affect the applicable Performance Criterion or Criteria.
Plan: This LianBio 2021 Equity Incentive Plan, as from time to time amended and in effect.
Prior Plan: The LianBio 2019 Equity Incentive Plan, as from time to time amended and in effect.
Restricted Share: A Share subject to restrictions requiring that it be forfeited, redelivered or offered for sale to the Company if specified performance or other vesting conditions are not satisfied.
Restricted Share Unit: A Share Unit that is, or as to which the delivery of Shares or of cash in lieu of Shares is, subject to the satisfaction of specified performance or other vesting conditions.