Veritone, Inc. 2018 Performance-Based Stock Incentive Plan President Award Agreement with Ryan Steelberg
This agreement grants Ryan Steelberg the option to purchase 1,357,425 shares of Veritone, Inc. common stock at $21.25 per share under the company's 2018 Performance-Based Stock Incentive Plan. The options become exercisable only after approval by a majority of non-affiliated minority shareholders and are subject to the terms and conditions of the Plan, including possible forfeiture. The agreement is effective as of May 6, 2018, and expires on May 6, 2028.
Exhibit 10.3
VERITONE, INC. 2018 PERFORMANCE-BASED STOCK INCENTIVE PLAN
PRESIDENT AWARD AGREEMENT
Notice is hereby given of the following Performance Option grant (the Award) to purchase shares of the Common Stock of Veritone, Inc. (the Corporation) under the Veritone, Inc. 2018 Performance-Based Stock Incentive Plan (the Plan):
Participant: Ryan Steelberg
Grant Date: May 6, 2018
Exercise Price: $21.25 per share
Number of Performance Option Shares: 1,357,425 shares of Common Stock
Schedule Expiration Date: May 6, 2028
Type of Award: Performance Option
Exercisability: The Award shall become and remain exercisable as provided in the Plan; provided, however, that the Award shall not be exercisable prior to the affirmative vote of a majority of the shares of Common Stock owned by Corporation stockholders that are not affiliated with the CEO or the President (the Minority Stockholders) in a fully-informed, non-coerced, and non-waivable vote of the Minority Stockholders.
Forfeiture: The Award shall be forfeited as provided in the Plan.
Definitions: All capitalized terms not otherwise defined in this Award Agreement shall have the meanings assigned to them in the Plan.
The Participant understands and agrees that the Award is granted subject to and in accordance with the terms of the Plan. The Participant further agrees to be bound by the terms of the Plan. A copy of the Plan, which is publicly filed, is available upon request made to the Corporate Secretary at the Corporations principal offices. This Award Agreement and the Plan constitute the entire contract between the parties hereto with regard to the subject matter hereof. This Award Agreement is made pursuant to the provisions of the Plan and shall in all respects be construed in conformity with the terms of the Plan. The Participant hereby agrees to take whatever additional action and execute whatever additional documents the Corporation may deem necessary or advisable in order to carry out or effect one or more of the obligations or restrictions imposed on either the Participant or any Purchased Shares pursuant to the provisions of the Plan.
VERITONE, INC. |
By: | /s/ Jeffrey B. Coyne |
Name: | Jeffrey B. Coyne |
Title: | EVP and General Counsel |
/s/ Ryan Steelberg | ||||
RYAN STEELBERG |