Paul Marshall Option Cancellation Letter and Nonstatutory Stock Option Agreements with Sunrise Telecom Incorporated
Paul Marshall submitted a letter to the Compensation Committee of Sunrise Telecom Incorporated, formally canceling his rights to two stock option grants under the company's 2000 Stock Plan. The letter references the original option agreements, which covered a total of 104,000 shares. The attached agreements detail the terms of the original grants, including vesting schedules and exercise prices. As of the date of the letter, the options are canceled and have no further effect. The parties involved are Paul Marshall and Sunrise Telecom Incorporated.
EXHIBIT 10.23
Paul Andrew Marshall
302 Enzo Drive
San Jose, CA 95138
April 29, 2008
The Compensation Committee of the Board of Directors
Sunrise Telecom Incorporated
302 Enzo Drive
San Jose, California 95138
| RE: | Sunrise Telecom Incorporated 2000 Stock Plan |
| Option Grant Number D365 dated 1/10/2001 covering 80,000 shares |
| Option Grant Number D1067 dated 6/6/2002 covering 24,000 shares |
Dear Members of the Committee:
I hereby tender to Sunrise Telecom Incorporated for cancellation the above-described options which options shall be of no further force and effect as of this date.
Attached herewith are the original option agreements for cancellation.
| Very truly yours, |
| /s/ Paul A. Marshall |
| Paul A. Marshall |
SUNRISE TELECOM INCORPORATED
2000 STOCK PLAN
NONSTATUTORY STOCK OPTION AGREEMENT
Sunrise Telecom Incorporated, a Delaware corporation (the “Company”), hereby grants an Option to purchase shares of its common stock (the “Shares”) to the Optionee named below. The terms and conditions of the Option are set forth in this cover sheet, in the attachment and in the Company’s 2000 Stock Plan (the “Plan”).
Option Grant Number: D365
Date of Option Grant: 1/10/01
Name of Optionee: PAUL MARSHALL
Optionee’s Social Security Number: ###-##-####
Number of Shares Covered by Option: 80000
Exercise Price per Share: $4.94
Vesting Start Date: 1/10/01
Vesting Schedule: SEE ATTACHED NOTICE OF GRANT OF STOCK OPTIONS AND OPTION AGREEMENT.
Subject to all the terms of the attached Agreement, your right to purchase Shares under this Option vests as to (one-fourth (1/4)) of the total number of Shares covered by this Option, as shown above, on the one-year anniversary of the Vesting Start Date. Thereafter, the number of Shares which you may purchase under this Option shall vest at the rate of (one-forty-eighth (1/48) per month on the 1st day of each of the (thirty-six (36) months) following the month of the one-year anniversary of the Vesting Start Date. The resulting aggregate number of vested Shares will be rounded to the nearest whole number. No additional Shares will vest after your Service has terminated for any reason.
By signing this cover sheet, you agree to all of the terms and conditions described in the attached Agreement and in the Plan, a copy of which is also enclosed
| Optionee: | /s/ Paul Marshall | |
| (Signature) | ||
| Company: | /s/ Paul Chang | |
| PRESIDENT AND CEO | ||
SUNRISE TELECOM INCORPORATED
2000 STOCK PLAN
NONSTATUTORY STOCK OPTION AGREEMENT
Sunrise Telecom Incorporated, a Delaware corporation (the “Company”), hereby grants an Option to purchase shares of its common stock (the “Shares”) to the Optionee named below. The terms and conditions of the Option are set forth in this cover sheet, in the attachment and in the Company’s 2000 Stock Plan (the “Plan”).
Option Grant Number: D1067
Date of Option Grant: 6/6/02
Name of Optionee: PAUL MARSHALL
Optionee’s Social Security Number: ###-##-####
Number of Shares Covered by Option: 24000
Exercise Price per Share: $1.76
Vesting Start Date: 6/6/02
Vesting Schedule: SEE ATTACHED NOTICE OF GRANT OF STOCK OPTIONS AND OPTION AGREEMENT.
Subject to all the terms of the attached Agreement, your right to purchase Shares under this Option vests as to (one-fourth (1/4)) of the total number of Shares covered by this Option, as shown above, on the one-year anniversary of the Vesting Start Date. Thereafter, the number of Shares which you may purchase under this Option shall vest at the rate of (one-forty-eighth (1/48) per month on the 1st day of each of the (thirty-six (36) months) following the month of the one-year anniversary of the Vesting Start Date. The resulting aggregate number of vested Shares will be rounded to the nearest whole number. No additional Shares will vest after your Service has terminated for any reason.
By signing this cover sheet, you agree to all of the terms and conditions described in the attached Agreement and in the Plan, a copy of which is also enclosed.
| Optionee: | /s/ Paul Marshall | |
| (Signature) | ||
| Company: | /s/ Paul Chang | |
| PRESIDENT AND CEO | ||
