Grants of equity awards to Non-Employee Directors pursuant to this Policy will be automatic and nondiscretionary (without the need for any additional corporate action by the Board of Directors or the Compensation Committee) and will be made in accordance with the following provisions:
a. Initial Equity Grant. Other than Non-Employee Directors that are serving on the Board of Directors as of the date of the IPO, on the date on which any Non-Employee Director is first elected or appointed to the Board of Directors, he or she shall receive an initial grant of restricted stock units (RSUs) under the Companys 2019 Stock Plan (the Plan) determined by dividing $400,000 by the Fair Market Value (as defined in the Plan) on the date of grant, rounded down to the nearest whole RSU, and evidenced by an award agreement in the form approved by the Board of Directors for such purpose prior to such grant (the Initial Equity Grant). The RSUs subject to the Initial Equity Grant shall vest in three equal, annual installments on each anniversary of the date of grant, subject to such Non-Employee Directors continued service as a Non-Employee Director through each such vesting date.
b. Annual Equity Grant. Each Non-Employee Director shall receive an annual grant of RSUs under the Plan determined by dividing $250,000 by the Fair Market Value on the date of grant, rounded down to the nearest whole RSU, and evidenced by an award agreement in the form approved by the Board of Directors for such purpose prior to such grant (the Annual Equity Grant). The RSUs subject to the Annual Equity Grant shall vest in full on the earlier of (i) the first anniversary of the date of grant, or (ii) the date immediately prior to the Companys next regular annual shareholders meeting, in either case subject to such Non-Employee Directors continued service as a Non-Employee Director through such vesting date. The first Annual Equity Grant shall be made on the closing date of the IPO. All subsequent Annual Equity Grants shall be made on the day immediately after the Companys regular annual shareholders meeting to Non-Employee Directors who are serving on the Board on such date.
c. Acceleration. All RSUs granted pursuant to this Policy shall vest in full immediately prior to, but conditioned upon, the consummation of a Change in Control (as defined in the Plan).
d. Revisions. The Board of Directors in its discretion may change and otherwise revise the terms of awards to be granted pursuant to this Policy, including, without limitation, the number of shares subject thereto or the vesting terms of such awards, on a prospective basis, to the extent permitted by the Plan.