Provisions of the Plan Clause Example with 40 Variations from Business Contracts
This page contains Provisions of the Plan clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Provisions of the Plan. This option is subject to the provisions of the Plan (including the provisions relating to amendments to the Plan), a copy of which is furnished to the Participant with this option. ANNEX A Arvinas, Inc. Stock Option Exercise Notice Arvinas, Inc. [Address] [Address] Dear Sir or Madam: I, (the "Participant"), hereby irrevocably exercise the right to purchase shares of the Common Stock, $0.001 par value per share (the "Shares"), of Arvinas, Inc. (the "Company") at $ per share pursuant to the Compa...ny's 2018 Stock Incentive Plan and a stock option agreement with the Company dated (the "Option Agreement"). Enclosed herewith is a payment of $ , the aggregate purchase price for the Shares. The certificate for the Shares should be registered in my name as it appears below or, if so indicated below, jointly in my name and the name of the person designated below, with right of survivorship. Dated: Signature Print Name: Address: Name and address of persons in whose name the Shares are to be jointly registered (if applicable): EX-10.5 11 d564688dex105.htm EX-10.5 EX-10.5 Exhibit 10.5 Arvinas, Inc. STOCK OPTION AGREEMENT Arvinas, Inc. (the "Company") hereby grants the following stock option pursuant to its 2018 Stock Incentive Plan. The terms and conditions attached hereto are also a part hereof. Notice of Grant Name of optionee (the "Participant"): Grant Date: Incentive Stock Option or Nonstatutory Stock Option: Number of shares of the Company's Common Stock subject to this option ("Shares"): Option exercise price per Share:1 Number, if any, of Shares that vest immediately on the grant date: Shares that are subject to vesting schedule: Vesting Start Date: Final Exercise Date:2 Vesting Schedule: Vesting Date: Number of Options that Vest: All vesting is dependent on the Participant remaining an Eligible Participant, as provided herein. This option satisfies in full all commitments that the Company has to the Participant with respect to the issuance of stock, stock options or other equity securities. Arvinas, Inc. Signature of Participant By: Street Address Name of Officer Title: City/State/Zip Code 1 This must be at least 100% of the Grant Date Fair Market Value (as defined in the Plan) of the Common Stock on the date of grant (110% in the case of a Participant that owns more than 10% of the total combined voting power of all classes of stock of the Company or its parent or subsidiary (a "10% Shareholder")) for the option to qualify as an incentive stock option (an "ISO") under Section 422 of the Code. 2 The Final Exercise Date must be no more than 10 years (5 years in the case of a 10% Shareholder) from the date of grant for the option to qualify as an ISO. The correct approach to calculate the final exercise date is to use the day immediately prior to the date ten years out from the date of the stock option award grant (5 years in the case of a 10% stockholder). Arvinas, Inc. Stock Option Agreement Incorporated Terms and Conditions 1. Grant of Option. This agreement evidences the grant by the Company, on the grant date (the "Grant Date") set forth in the Notice of Grant that forms part of this agreement (the "Notice of Grant"), to the Participant of an option to purchase, in whole or in part, on the terms provided herein and in the Company's 2018 Stock Incentive Plan (the "Plan"), the number of Shares set forth in the Notice of Grant of common stock, $0.001 par value per share, of the Company ("Common Stock"), at the exercise price per Share set forth in the Notice of Grant. Unless earlier terminated, this option shall expire at 5:00 p.m., Eastern time, on the Final Exercise Date set forth in the Notice of Grant (the "Final Exercise Date"). The option evidenced by this agreement shall be intended to be an incentive stock option as defined in Section 422 of the Internal Revenue Code of 1986, as amended, and any regulations promulgated thereunder (the "Code") to the maximum extent permitted by law, solely to the extent designated as an incentive stock option in the Notice of Grant. Except as otherwise indicated by the context, the term "Participant", as used in this option, shall be deemed to include any person who acquires the right to exercise this option validly under its terms.View More
Variations of a "Provisions of the Plan" Clause from Business Contracts
Provisions of the Plan. (a) Notwithstanding any language to the contrary in the Plan, upon a Reorganization Event or a Change in Control Event (as defined in the Plan), the Board shall have the discretion to take any of the actions set forth in Section 10(b)(2) of the Plan, regardless of whether the awards are assumed or substituted. (b) This option is subject to the provisions of the Plan (including the provisions relating to amendments to the Plan), a copy of which is furnished to the Participant with this option. AN...NEX A Arvinas, Inc. APTEVO THERAPEUTICS INC. Stock Option Exercise Notice Arvinas, Inc. [Address] [Address] [Company Name] [Company Address] [Company Address] Dear Sir or Madam: I, (the "Participant"), hereby irrevocably exercise the right to purchase shares of the Common Stock, $0.001 par value per share (the "Shares"), of Arvinas, Aptevo Therapeutics Inc. (the "Company") at $ per share pursuant to the Company's 2018 Stock Incentive Plan and a stock option agreement with the Company dated (the "Option Agreement"). Enclosed herewith is a payment of $ , the aggregate purchase price for the Shares. The certificate for the Shares should be registered in my name as it appears below or, if so indicated below, jointly in my name and the name of the person designated below, with right of survivorship. Dated: Exhibit 10.2 Signature Print Name: Address: Name and address of persons in whose name the Shares are to be jointly registered (if applicable): EX-10.5 11 d564688dex105.htm EX-10.5 EX-10.5 EX-10.2 3 apvo-ex102_257.htm EX-10.2 apvo-ex102_257.htm Exhibit 10.5 Arvinas, Inc. STOCK 10.2 ###COMPANY_LOGO### APTEVO THERAPEUTICS INC.NONStatutory Stock OPTION AGREEMENT Arvinas, Aptevo Therapeutics Inc. (the "Company") hereby grants the following stock option pursuant to its 2018 Stock Incentive Plan. The terms and conditions attached hereto are also a part hereof. Notice of Grant Name of optionee (the "Participant"): ###PARTICIPANT_NAME### Grant Date: Incentive Stock Option or Nonstatutory Stock Option: ###GRANT_DATE### Number of shares of the Company's Common Stock subject to this option ("Shares"): ###TOTAL_AWARDS### Option exercise price per Share:1 Number, if any, of Shares that vest immediately on the grant date: Shares that are subject to vesting schedule: Vesting Start Date: Final Exercise Date:2 Share: ###GRANT_PRICE### Vesting Schedule: Vesting Date: Number of Options that Vest: ###VEST_SCHEDULE_TABLE### All vesting is dependent on the Participant remaining an Eligible Participant, as provided herein. This option satisfies in full all commitments that the Company has to the Participant with respect to the issuance of stock, stock options or other equity securities. Arvinas, Inc. APTEVO THERAPEUTICS INC. Signature of Participant By: Street Address Name of Officer By: /s/ Jeffrey Lamothe Jeffrey Lamothe Title: Senior Vice President, Chief Financial Officer, and Treasurer City/State/Zip Code 1 This must be at least 100% of the Grant Date Fair Market Value (as defined in the Plan) of the Common Stock on the date of grant (110% in the case of a Participant that owns more than 10% of the total combined voting power of all classes of stock of the Company or its parent or subsidiary (a "10% Shareholder")) for the option to qualify as an incentive stock option (an "ISO") under Section 422 of the Code. 2 The Final Exercise Date must be no more than 10 years (5 years in the case of a 10% Shareholder) from the date of grant for the option to qualify as an ISO. The correct approach to calculate the final exercise date is to use the day immediately prior to the date ten years out from the date of the stock option award grant (5 years in the case of a 10% stockholder). Arvinas, Inc. APTEVO THERAPEUTICS INC. Nonstatutory Stock Option Agreement Incorporated Terms and Conditions 1. Grant of Option. This agreement evidences the grant by the Company, on the grant date (the "Grant Date") set forth in the Notice of Grant that forms part of this agreement (the "Notice of Grant"), to the Participant of an option to purchase, in whole or Exhibit 10.2 in part, on the terms provided herein and in the Company's 2018 Stock Incentive Plan (the "Plan"), the number of Shares set forth in the Notice of Grant of common stock, $0.001 par value per share, of the Company ("Common Stock"), at the exercise price per Share set forth in the Notice of Grant. Unless earlier terminated, this option shall expire at 5:00 p.m., Eastern time, on the Final Exercise Date set forth in the Notice of Grant (the "Final Exercise Date"). The It is intended that the option evidenced by this agreement shall be intended to not be an incentive stock option as defined in Section 422 of the Internal Revenue Code of 1986, as amended, and any regulations promulgated thereunder (the "Code") to the maximum extent permitted by law, solely to the extent designated as an incentive stock option in the Notice of Grant. "Code"). Except as otherwise indicated by the context, the term "Participant", as used in this option, shall be deemed to include any person who acquires the right to exercise this option validly under its terms. View More
Provisions of the Plan. This option is subject to the provisions of the Plan (including the provisions relating to amendments to the Plan), a copy of which is furnished to the Participant with this option. ANNEX A Arvinas, Inc. SYROS PHARMACEUTICALS, INC. Stock Option Exercise Notice Arvinas, Syros Pharmaceuticals, Inc. [Address] [Address] 35 Cambridge Park Drive, 4th Floor Cambridge, MA 02140 Dear Sir or Madam: I, (the "Participant"), hereby irrevocably exercise the right to purchase shares of the Common Stock, $0.001... par value per share (the "Shares"), of Arvinas, Syros Pharmaceuticals, Inc. (the "Company") at $ per share pursuant to the Company's 2018 2022 Inducement Stock Incentive Plan and a stock option agreement with the Company dated (the "Option Agreement"). Enclosed herewith is a payment of $ , the aggregate purchase price for the Shares. The certificate for the Shares should be registered in my name as it appears below or, if so indicated below, jointly in my name and the name of the person designated below, with right of survivorship. Dated: Signature Print Name: Address: Name and address of persons in whose name the Shares are to be jointly registered (if applicable): EX-10.5 11 d564688dex105.htm EX-10.5 EX-10.5 EX-10.11 4 syrs-ex1011_80.htm EX-10.11 syrs-ex1011_80.htm Exhibit 10.5 Arvinas, Inc. 10.11 SYROS PHARMACEUTICALS, INC.NONSTATUTORY STOCK OPTION AGREEMENT Arvinas, Granted under 2022 Inducement Stock Incentive Plan Syros Pharmaceuticals, Inc. (the "Company") hereby grants the following stock option pursuant to its 2018 2022 Inducement Stock Incentive Plan. The terms and conditions attached hereto are also a part hereof. Notice of Grant Name of optionee (the "Participant"): Grant Date: Incentive Stock Option or Nonstatutory Stock Option: Number of shares of the Company's Common Stock subject to this option ("Shares"): Option exercise price per Share:1 Share: Number, if any, of Shares that vest immediately on the grant date: Shares that are subject to vesting schedule: Vesting Start Date: Final Exercise Date:2 Date: Vesting Schedule: Vesting Date: Number of Options that Vest: All vesting is dependent on the Participant remaining an Eligible Participant, as provided herein. This option satisfies in full all commitments that the Company has to the Participant with respect to the issuance of stock, stock options or other equity securities. Arvinas, Inc. SYROS PHARMACEUTICALS, INC. Signature of Participant By: Street Address Name of Officer Title: City/State/Zip Code 1 This must be at least 100% of the Grant Date Fair Market Value (as defined in the Plan) of the Common Stock on the date of grant (110% in the case of a Participant that owns more than 10% of the total combined voting power of all classes of stock of the Company or its parent or subsidiary (a "10% Shareholder")) for the option to qualify as an incentive stock option (an "ISO") under Section 422 of the Code. 2 The Final Exercise Date must be no more than 10 years (5 years in the case of a 10% Shareholder) from the date of grant for the option to qualify as an ISO. The correct approach to calculate the final exercise date is to use the day immediately prior to the date ten years out from the date of the stock option award grant (5 years in the case of a 10% stockholder). Arvinas, Inc. SYROS PHARMACEUTICALS, INC. Nonstatutory Stock Option Agreement Granted under 2022 Inducement Stock Incentive Plan Incorporated Terms and Conditions 1. Grant of Option. This agreement evidences the grant by the Company, on the grant date (the "Grant Date") set forth in the Notice of Grant that forms part of this agreement (the "Notice of Grant"), to the Participant of an option to purchase, in whole or in part, on the terms provided herein and in the Company's 2018 2022 Inducement Stock Incentive Plan (the "Plan"), the number of Shares set forth in the Notice of Grant of common stock, $0.001 par value per share, of the Company ("Common Stock"), at the exercise price per Share set forth in the Notice of Grant. Unless earlier terminated, this option shall expire at 5:00 p.m., Eastern time, on the Final Exercise Date set forth in the Notice of Grant (the "Final Exercise Date"). The option evidenced by this agreement was granted to the Participant pursuant to the inducement grant exception under Nasdaq Stock Market Rule 5635(c)(4) as an inducement that is material to the Participant's entering into employment with the Company. It is intended that the option evidenced by this agreement shall be intended to not be an incentive stock option as defined in Section 422 of the Internal Revenue Code of 1986, as amended, and any regulations promulgated thereunder (the "Code") to the maximum extent permitted by law, solely to the extent designated as an incentive stock option in the Notice of Grant. "Code"). Except as otherwise indicated by the context, the term "Participant", as used in this option, shall be deemed to include any person who acquires the right to exercise this option validly under its terms. View More
Provisions of the Plan. This option is subject to the provisions of the Plan (including the provisions relating to amendments to the Plan), a copy of which is furnished to the Participant with this option. ANNEX PARTICIPANT'S ACCEPTANCE The undersigned hereby accepts the foregoing option and agrees to the terms and conditions thereof. The undersigned hereby acknowledges receipt of a copy of the Company's 2021 Inducement Stock Incentive Plan. PARTICIPANT: Address: PARTICIPANT'S SPOUSE (if applicable)*: Address: TRANSLAT...E BIO, INC. By: Name of Officer: Title: *Required for Participants residing in Arizona, California, Idaho, Louisiana, Nevada, New Mexico, Texas or Wisconsin. EXHIBIT A Arvinas, Inc. TRANSLATE BIO, INC. Stock Option Exercise Notice Arvinas, Translate Bio, Inc. [Address] [Address] 29 Hartwell Avenue Lexington, MA 02421 Dear Sir or Madam: I, I am the holder of a Nonstatutory Stock Option granted to me under the Translate Bio, Inc. (the "Participant"), "Company") 2021 Inducement Stock Incentive Plan on for the purchase of shares of Common Stock of the Company at a purchase price of $ per share. I hereby irrevocably exercise the right my option to purchase shares of the Common Stock, $0.001 par value per share Stock (the "Shares"), for which I have enclosed [cash] [a personal check] in the amount of Arvinas, Inc. (the "Company") at $ per share pursuant to the Company's 2018 Stock Incentive Plan and a . Please register my stock option agreement with the Company dated (the "Option Agreement"). Enclosed herewith is a payment of $ , the aggregate purchase price for the Shares. The certificate for the Shares should be registered in my name as it appears below or, if so indicated below, jointly in my name and the name of the person designated below, with right of survivorship. follows: Dated: Signature Print Name: Address: Name and address of persons in whose name the Shares are to be jointly registered (if applicable): EX-10.5 11 d564688dex105.htm EX-10.5 EX-10.5 Exhibit 10.5 Arvinas, Inc. Tax ID# Very truly yours, EX-10.13 4 d105883dex1013.htm EX-10.13 EX-10.13 EXHIBIT 10.13 TRANSLATE BIO, INC. NONSTATUTORY STOCK OPTION AGREEMENT Arvinas, Granted Under 2021 Inducement Stock Incentive Plan Translate Bio, Inc. (the "Company") hereby grants the following stock option to the Participant listed below pursuant to its 2018 the Company's 2021 Inducement Stock Incentive Plan. Plan (the "Plan"). The terms and conditions attached hereto are also a part hereof. Notice of Grant Name of optionee (the "Participant"): PARTICIPANT Grant Date: Incentive Stock Option or Nonstatutory Stock Option: GRANT DATE Number of shares of the Company's Common Stock subject to this option ("Shares"): SHARES Option exercise price per Share:1 Share: EXERCISE PRICE Number, if any, of Shares that vest immediately on the grant date: None Shares that are subject to vesting schedule: SHARES Vesting Start Date: VESTING START DATE Final Exercise Date:2 Date: FINAL EXERCISE DATE Vesting Schedule: Vesting Date: Number of Options that Vest: All vesting is dependent on the Participant remaining an Eligible Participant, as provided herein. This option satisfies in full all commitments that the Company has to the Participant with respect to the issuance of stock, stock options or other equity securities. Arvinas, Inc. Signature of Participant By: Street Address Name of Officer Title: City/State/Zip Code 1 This must be at least 100% of the Grant Date Fair Market Value (as defined in the Plan) of the Common Stock on the date of grant (110% in the case of a Participant that owns more than 10% of the total combined voting power of all classes of stock of the Company or its parent or subsidiary (a "10% Shareholder")) for the option to qualify as an incentive stock option (an "ISO") under Section 422 of the Code. 2 The Final Exercise Date must be no more than 10 years (5 years in the case of a 10% Shareholder) from the date of grant for the option to qualify as an ISO. The correct approach to calculate the final exercise date is to use the day immediately prior to the date ten years out from the date of the stock option award grant (5 years in the case of a 10% stockholder). Arvinas, Inc. TRANSLATE BIO, INC. Nonstatutory Stock Option Agreement Granted Under 2021 Inducement Stock Incentive Plan Incorporated Terms and Conditions 1. Grant of Option. This agreement evidences the grant by the Company, on the grant date (the "Grant Date") set forth in the Notice of Grant that forms part of this agreement (the "Notice of Grant"), Grant") to the Participant of an option to purchase, in whole or in part, on the terms provided herein and in the Company's 2018 2021 Inducement Stock Incentive Plan (the "Plan"), the number of Shares set forth in the Notice of Grant of common stock, $0.001 par value per share, of the Company ("Common Stock"), Stock") at the exercise price per Share set forth in the Notice of Grant. Unless earlier terminated, this option shall expire at 5:00 p.m., Eastern time, on the Final Exercise Date set forth in the Notice of Grant (the "Final Exercise Date"). The option evidenced by this agreement was granted to the Participant pursuant to the inducement grant exception under Nasdaq Stock Market Rule 5635(c)(4) as an inducement that is material to the Participant's employment with the Company. It is intended that the option evidenced by this agreement shall be intended to not be an incentive stock option as defined in Section 422 of the Internal Revenue Code of 1986, as amended, and any regulations promulgated thereunder (the "Code") to the maximum extent permitted by law, solely to the extent designated as an incentive stock option in the Notice of Grant. "Code"). Except as otherwise indicated by the context, the term "Participant", as used in this option, shall be deemed to include any person who acquires the right to exercise this option validly under its terms. View More
Provisions of the Plan. This option is subject to the provisions of the Plan (including the provisions relating to amendments to the Plan), a copy of which is furnished to the Participant with this option. ANNEX PARTICIPANT'S ACCEPTANCE The undersigned hereby accepts the foregoing option and agrees to the terms and conditions thereof. The undersigned hereby acknowledges receipt of a copy of the Company's 2021 Inducement Stock Incentive Plan. PARTICIPANT: Address: PARTICIPANT'S SPOUSE (if applicable)*: Address: TRANSLAT...E BIO, INC. By: Name of Officer: Title: * Required for Participants residing in Arizona, California, Idaho, Louisiana, Nevada, New Mexico, Texas or Wisconsin. EXHIBIT A Arvinas, Inc. TRANSLATE BIO, INC. Stock Option Exercise Notice Arvinas, Translate Bio, Inc. [Address] [Address] 29 Hartwell Avenue Lexington, MA 02421 Dear Sir or Madam: I, I am the holder of a Nonstatutory Stock Option granted to me under the Translate Bio, Inc. (the "Participant"), "Company") 2021 Inducement Stock Incentive Plan on for the purchase of shares of Common Stock of the Company at a purchase price of $ per share. I hereby irrevocably exercise the right my option to purchase shares of the Common Stock, $0.001 par value per share Stock (the "Shares"), for which I have enclosed [cash] [a personal check] in the amount of Arvinas, Inc. (the "Company") at $ per share pursuant to the Company's 2018 Stock Incentive Plan and a . Please register my stock option agreement with the Company dated (the "Option Agreement"). Enclosed herewith is a payment of $ , the aggregate purchase price for the Shares. The certificate for the Shares should be registered in my name as it appears below or, if so indicated below, jointly in my name and the name of the person designated below, with right of survivorship. follows: Dated: Signature Print Name: Address: Name and address of persons in whose name the Shares are to be jointly registered (if applicable): EX-10.5 11 d564688dex105.htm EX-10.5 EX-10.5 Exhibit 10.5 Arvinas, Inc. Tax ID# Very truly yours, EX-10.12 3 d105883dex1012.htm EX-10.12 EX-10.12 EXHIBIT 10.12 TRANSLATE BIO, INC. NONSTATUTORY STOCK OPTION AGREEMENT Arvinas, Granted Under 2021 Inducement Stock Incentive Plan Translate Bio, Inc. (the "Company") hereby grants the following stock option to the Participant listed below pursuant to its 2018 the Company's 2021 Inducement Stock Incentive Plan. Plan (the "Plan"). The terms and conditions attached hereto are also a part hereof. Notice of Grant Name of optionee (the "Participant"): PARTICIPANT Grant Date: Incentive Stock Option or Nonstatutory Stock Option: GRANT DATE Number of shares of the Company's Common Stock subject to this option ("Shares"): SHARES Option exercise price per Share:1 Share: EXERCISE PRICE Number, if any, of Shares that vest immediately on the grant date: None Shares that are subject to vesting schedule: SHARES Vesting Start Date: VESTING START DATE Final Exercise Date:2 Date: FINAL EXERCISE DATE Vesting Schedule: Vesting Date: Number of Options that Vest: All vesting is dependent on the Participant remaining an Eligible Participant, as provided herein. This option satisfies in full all commitments that the Company has to the Participant with respect to the issuance of stock, stock options or other equity securities. Arvinas, Inc. Signature of Participant By: Street Address Name of Officer Title: City/State/Zip Code 1 This must be at least 100% of the Grant Date Fair Market Value (as defined in the Plan) of the Common Stock on the date of grant (110% in the case of a Participant that owns more than 10% of the total combined voting power of all classes of stock of the Company or its parent or subsidiary (a "10% Shareholder")) for the option to qualify as an incentive stock option (an "ISO") under Section 422 of the Code. 2 The Final Exercise Date must be no more than 10 years (5 years in the case of a 10% Shareholder) from the date of grant for the option to qualify as an ISO. The correct approach to calculate the final exercise date is to use the day immediately prior to the date ten years out from the date of the stock option award grant (5 years in the case of a 10% stockholder). Arvinas, Inc. TRANSLATE BIO, INC. Nonstatutory Stock Option Agreement Granted Under 2021 Inducement Stock Incentive Plan Incorporated Terms and Conditions 1. Grant of Option. This agreement evidences the grant by the Company, on the grant date (the "Grant Date") set forth in the Notice of Grant that forms part of this agreement (the "Notice of Grant"), Grant") to the Participant of an option to purchase, in whole or in part, on the terms provided herein and in the Company's 2018 2021 Inducement Stock Incentive Plan (the "Plan"), the number of Shares set forth in the Notice of Grant of common stock, $0.001 par value per share, of the Company ("Common Stock"), Stock") at the exercise price per Share set forth in the Notice of Grant. Unless earlier terminated, this option shall expire at 5:00 p.m., Eastern time, on the Final Exercise Date set forth in the Notice of Grant (the "Final Exercise Date"). The option evidenced by this agreement was granted to the Participant pursuant to the inducement grant exception under Nasdaq Stock Market Rule 5635(c)(4) as an inducement that is material to the Participant's employment with the Company. It is intended that the option evidenced by this agreement shall be intended to not be an incentive stock option as defined in Section 422 of the Internal Revenue Code of 1986, as amended, and any regulations promulgated thereunder (the "Code") to the maximum extent permitted by law, solely to the extent designated as an incentive stock option in the Notice of Grant. "Code"). Except as otherwise indicated by the context, the term "Participant", as used in this option, shall be deemed to include any person who acquires the right to exercise this option validly under its terms. View More
Provisions of the Plan. This option is subject to the provisions of the Plan (including the provisions relating to amendments to the Plan), a copy of which is furnished to the Participant with this option. ANNEX PARTICIPANT'S ACCEPTANCE The undersigned hereby accepts the foregoing option and agrees to the terms and conditions thereof. The undersigned hereby acknowledges receipt of a copy of the Company's 2021 Inducement Stock Incentive Plan. PARTICIPANT: Address: PARTICIPANT'S SPOUSE (if applicable)*: Address: TRANSLAT...E BIO, INC. By: Name of Officer: Title: * Required for Participants residing in Arizona, California, Idaho, Louisiana, Nevada, New Mexico, Texas or Wisconsin. EXHIBIT A Arvinas, Inc. TRANSLATE BIO, INC. Stock Option Exercise Notice Arvinas, Translate Bio, Inc. [Address] [Address] 29 Hartwell Avenue Lexington, MA 02421 Dear Sir or Madam: I, I am the holder of a Nonstatutory Stock Option granted to me under the Translate Bio, Inc. (the "Participant"), "Company") 2021 Inducement Stock Incentive Plan on for the purchase of shares of Common Stock of the Company at a purchase price of $ per share. I hereby irrevocably exercise the right my option to purchase shares of the Common Stock, $0.001 par value per share Stock (the "Shares"), for which I have enclosed [cash] [a personal check] in the amount of Arvinas, Inc. (the "Company") at $ per share pursuant to the Company's 2018 Stock Incentive Plan and a . Please register my stock option agreement with the Company dated (the "Option Agreement"). Enclosed herewith is a payment of $ , the aggregate purchase price for the Shares. The certificate for the Shares should be registered in my name as it appears below or, if so indicated below, jointly in my name and the name of the person designated below, with right of survivorship. follows: Dated: Signature Print Name: Address: Name and address of persons in whose name the Shares are to be jointly registered (if applicable): EX-10.5 11 d564688dex105.htm EX-10.5 EX-10.5 Exhibit 10.5 Arvinas, Inc. Tax ID# Very truly yours, EX-10.14 5 d105883dex1014.htm EX-10.14 EX-10.14 EXHIBIT 10.14 TRANSLATE BIO, INC. NONSTATUTORY STOCK OPTION AGREEMENT Arvinas, Granted Under 2021 Inducement Stock Incentive Plan Translate Bio, Inc. (the "Company") hereby grants the following stock option to the Participant listed below pursuant to its 2018 the Company's 2021 Inducement Stock Incentive Plan. Plan (the "Plan"). The terms and conditions attached hereto are also a part hereof. Notice of Grant Name of optionee (the "Participant"): PARTICIPANT Grant Date: Incentive Stock Option or Nonstatutory Stock Option: GRANT DATE Number of shares of the Company's Common Stock subject to this option ("Shares"): SHARES Option exercise price per Share:1 Share: EXERCISE PRICE Number, if any, of Shares that vest immediately on the grant date: None Shares that are subject to vesting schedule: SHARES Vesting Start Date: VESTING START DATE Final Exercise Date:2 Date: FINAL EXERCISE DATE Vesting Schedule: Vesting Date: Number of Options that Vest: All vesting is dependent on the Participant remaining an Eligible Participant, as provided herein. This option satisfies in full all commitments that the Company has to the Participant with respect to the issuance of stock, stock options or other equity securities. Arvinas, Inc. Signature of Participant By: Street Address Name of Officer Title: City/State/Zip Code 1 This must be at least 100% of the Grant Date Fair Market Value (as defined in the Plan) of the Common Stock on the date of grant (110% in the case of a Participant that owns more than 10% of the total combined voting power of all classes of stock of the Company or its parent or subsidiary (a "10% Shareholder")) for the option to qualify as an incentive stock option (an "ISO") under Section 422 of the Code. 2 The Final Exercise Date must be no more than 10 years (5 years in the case of a 10% Shareholder) from the date of grant for the option to qualify as an ISO. The correct approach to calculate the final exercise date is to use the day immediately prior to the date ten years out from the date of the stock option award grant (5 years in the case of a 10% stockholder). Arvinas, Inc. TRANSLATE BIO, INC. Nonstatutory Stock Option Agreement Granted Under 2021 Inducement Stock Incentive Plan Incorporated Terms and Conditions 1. Grant of Option. This agreement evidences the grant by the Company, on the grant date (the "Grant Date") set forth in the Notice of Grant that forms part of this agreement (the "Notice of Grant"), Grant") to the Participant of an option to purchase, in whole or in part, on the terms provided herein and in the Company's 2018 2021 Inducement Stock Incentive Plan (the "Plan"), the number of Shares set forth in the Notice of Grant of common stock, $0.001 par value per share, of the Company ("Common Stock"), Stock") at the exercise price per Share set forth in the Notice of Grant. Unless earlier terminated, this option shall expire at 5:00 p.m., Eastern time, on the Final Exercise Date set forth in the Notice of Grant (the "Final Exercise Date"). The option evidenced by this agreement was granted to the Participant pursuant to the inducement grant exception under Nasdaq Stock Market Rule 5635(c)(4) as an inducement that is material to the Participant's employment with the Company. It is intended that the option evidenced by this agreement shall be intended to not be an incentive stock option as defined in Section 422 of the Internal Revenue Code of 1986, as amended, and any regulations promulgated thereunder (the "Code") to the maximum extent permitted by law, solely to the extent designated as an incentive stock option in the Notice of Grant. "Code"). Except as otherwise indicated by the context, the term "Participant", as used in this option, shall be deemed to include any person who acquires the right to exercise this option validly under its terms. View More
Provisions of the Plan. This option is subject to the provisions of the Plan (including the provisions relating to amendments to the Plan), a copy of which is furnished to the Participant with this option. ANNEX A Arvinas, Inc. SPRING BANK PHARMACEUTICALS, INC. Stock Option Exercise Notice Arvinas, Spring Bank Pharmaceuticals, Inc. [Address] [Address] 113 Cedar Street Milford, MA 01757 Dear Sir or Madam: I, (the "Participant"), hereby irrevocably exercise the right to purchase shares of the Common Stock, $0.001 $0.0001... par value per share (the "Shares"), of Arvinas, Spring Bank Pharmaceuticals, Inc. (the "Company") at $ per share pursuant to the Company's 2018 2015 Stock Incentive Plan and a stock option agreement with the Company dated (the "Option Agreement"). Enclosed herewith is a payment of $ , the aggregate purchase price for the Shares. The certificate for the Shares should be registered in my name as it appears below or, if so indicated below, jointly in my name and the name of the person designated below, with right of survivorship. Dated: Signature Print Name: Address: Name and address of persons in whose name the Shares are to be jointly registered (if applicable): EX-10.5 11 d564688dex105.htm EX-10.5 EX-10.5 EX-10.7 12 d53938dex107.htm EX-10.7 EX-10.7 Exhibit 10.5 Arvinas, Inc. 10.7 SPRING BANK PHARMACEUTICALS, INC. NONSTATUTORY STOCK OPTION AGREEMENT Arvinas, Spring Bank Pharmaceuticals, Inc. (the "Company") hereby grants the following stock option pursuant to its 2018 2015 Stock Incentive Plan. The terms and conditions attached hereto are also a part hereof. Notice of Grant Name of optionee (the "Participant"): Grant Date: Incentive Stock Option or Nonstatutory Stock Option: Number of shares of the Company's Common Stock subject to this option ("Shares"): Option exercise price per Share:1 Share: Number, if any, of Shares that vest immediately on the grant date: Shares that are subject to vesting schedule: Vesting Start Date: Final Exercise Date:2 Date: Vesting Schedule: Vesting Date: Number of Options that Vest: All vesting is dependent on the Participant remaining an Eligible Participant, as provided herein. This option satisfies in full all commitments that the Company has to the Participant with respect to the issuance of stock, stock options or other equity securities. Arvinas, Inc. SPRING BANK PHARMACEUTICALS, INC. Signature of Participant By: Street Address Name of Officer Title: City/State/Zip Code 1 This must be at least 100% of the Grant Date Fair Market Value (as defined in the Plan) of the Common Stock on the date of grant (110% in the case of a Participant that owns more than 10% of the total combined voting power of all classes of stock of the Company or its parent or subsidiary (a "10% Shareholder")) for the option to qualify as an incentive stock option (an "ISO") under Section 422 of the Code. 2 The Final Exercise Date must be no more than 10 years (5 years in the case of a 10% Shareholder) from the date of grant for the option to qualify as an ISO. The correct approach to calculate the final exercise date is to use the day immediately prior to the date ten years out from the date of the stock option award grant (5 years in the case of a 10% stockholder). Arvinas, Inc. SPRING BANK PHARMACEUTICALS, INC. Nonstatutory Stock Option Agreement Incorporated Terms and Conditions 1. Grant of Option. This agreement evidences the grant by the Company, on the grant date (the "Grant Date") set forth in the Notice of Grant that forms part of this agreement (the "Notice of Grant"), to the Participant of an option to purchase, in whole or in part, on the terms provided herein and in the Company's 2018 2015 Stock Incentive Plan (the "Plan"), the number of Shares set forth in the Notice of Grant of common stock, $0.001 $0.0001 par value per share, of the Company ("Common Stock"), at the exercise price per Share set forth in the Notice of Grant. Unless earlier terminated, this option shall expire at 5:00 p.m., Eastern time, on the Final Exercise Date set forth in the Notice of Grant (the "Final Exercise Date"). The It is intended that the option evidenced by this agreement shall be intended to not be an incentive stock option as defined in Section 422 of the Internal Revenue Code of 1986, as amended, and any regulations promulgated thereunder (the "Code") to the maximum extent permitted by law, solely to the extent designated as an incentive stock option in the Notice of Grant. "Code"). Except as otherwise indicated by the context, the term "Participant", as used in this option, shall be deemed to include any person who acquires the right to exercise this option validly under its terms. View More
Provisions of the Plan. This option is subject to the provisions of the Plan (including the provisions relating to amendments to the Plan), a copy of which is furnished to the Participant with this option. 3 ANNEX A Arvinas, Inc. CATABASIS PHARMACEUTICALS, INC. Stock Option Exercise Notice Arvinas, Catabasis Pharmaceuticals, Inc. [Address] [Address] One Kendall Square Bldg. 1400E, Suite B14202 Cambridge, MA 02139 Dear Sir or Madam: I, (the "Participant"), hereby irrevocably exercise the right to purchase shares of the ...Common Stock, $0.001 par value per share (the "Shares"), of Arvinas, Catabasis Pharmaceuticals, Inc. (the "Company") at $ per share pursuant to the Company's 2018 2015 Stock Incentive Plan and a stock option agreement with the Company dated (the "Option Agreement"). Enclosed herewith is a payment of $ , the aggregate purchase price for the Shares. The certificate for the Shares should be registered in my name as it appears below or, if so indicated below, jointly in my name and the name of the person designated below, with right of survivorship. Dated: Signature Print Name: Address: Name and address of persons in whose name the Shares are to be jointly registered (if applicable): EX-10.5 11 d564688dex105.htm EX-10.5 EX-10.5 4 EX-10.9 4 a2224803zex-10_9.htm EX-10.9 Exhibit 10.5 Arvinas, Inc. 10.9 CATABASIS PHARMACEUTICALS, INC. NONSTATUTORY STOCK OPTION AGREEMENT Arvinas, Catabasis Pharmaceuticals, Inc. (the "Company") hereby grants the following stock option pursuant to its 2018 2015 Stock Incentive Plan. The terms and conditions attached hereto are also a part hereof. Notice of Grant Name of optionee (the "Participant"): Grant Date: Incentive Stock Option or Nonstatutory Stock Option: Number of shares of the Company's Common Stock subject to this option ("Shares"): Option exercise price per Share:1 Share: Number, if any, of Shares that vest immediately on the grant date: Shares that are subject to vesting schedule: Vesting Start Date: Final Exercise Date:2 Date: Vesting Schedule: Vesting Date: Number of Options that Vest: All vesting is dependent on the Participant remaining an Eligible Participant, as provided herein. This option satisfies in full all commitments that the Company has to the Participant with respect to the issuance of stock, stock options or other equity securities. Arvinas, Inc. CATABASIS PHARMACEUTICALS, INC. Signature of Participant By: Street Address Name of Officer Title: City/State/Zip Code 1 This must be at least 100% of the Grant Date Fair Market Value (as defined in the Plan) of the Common Stock on the date of grant (110% in the case of a Participant that owns more than 10% of the total combined voting power of all classes of stock of the Company or its parent or subsidiary (a "10% Shareholder")) for the option to qualify as an incentive stock option (an "ISO") under Section 422 of the Code. 2 The Final Exercise Date must be no more than 10 years (5 years in the case of a 10% Shareholder) from the date of grant for the option to qualify as an ISO. The correct approach to calculate the final exercise date is to use the day immediately prior to the date ten years out from the date of the stock option award grant (5 years in the case of a 10% stockholder). Arvinas, Inc. CATABASIS PHARMACEUTICALS, INC. Nonstatutory Stock Option Agreement Incorporated Terms and Conditions 1. Grant of Option. This agreement evidences the grant by the Company, on the grant date (the "Grant Date") set forth in the Notice of Grant that forms part of this agreement (the "Notice of Grant"), to the Participant of an option to purchase, in whole or in part, on the terms provided herein and in the Company's 2018 2015 Stock Incentive Plan (the "Plan"), the number of Shares set forth in the Notice of Grant of common stock, $0.001 par value per share, of the Company ("Common Stock"), at the exercise price per Share set forth in the Notice of Grant. Unless earlier terminated, this option shall expire at 5:00 p.m., Eastern time, on the Final Exercise Date set forth in the Notice of Grant (the "Final Exercise Date"). The It is intended that the option evidenced by this agreement shall be intended to not be an incentive stock option as defined in Section 422 of the Internal Revenue Code of 1986, as amended, and any regulations promulgated thereunder (the "Code") to the maximum extent permitted by law, solely to the extent designated as an incentive stock option in the Notice of Grant. "Code"). Except as otherwise indicated by the context, the term "Participant", as used in this option, shall be deemed to include any person who acquires the right to exercise this option validly under its terms. View More
Provisions of the Plan. This option is subject to the provisions of the Plan (including the provisions relating to amendments to the Plan), a copy of which is furnished to the Participant with this option. 4 ANNEX A Arvinas, Inc. KALA PHARMACEUTICALS, INC. Stock Option Exercise Notice Arvinas, Kala Pharmaceuticals, Inc. [Address] [Address] 100 Beaver Street, Suite 201 Waltham, MA 02453 Dear Sir or Madam: I, (the "Participant"), hereby irrevocably exercise the right to purchase shares of the Common Stock, $0.001 par val...ue per share (the "Shares"), of Arvinas, Kala Pharmaceuticals, Inc. (the "Company") at $ per share pursuant to the Company's 2018 Stock 2017 Equity Incentive Plan and a stock option agreement with the Company dated (the "Option Agreement"). Enclosed herewith is a payment of $ , the aggregate purchase price for the Shares. The certificate for the Shares should be registered in my name as it appears below or, if so indicated below, jointly in my name and the name of the person designated below, with right of survivorship. Dated: Signature Print Name: Address: Name and address of persons in whose name the Shares are to be jointly registered (if applicable): EX-10.5 11 d564688dex105.htm EX-10.5 EX-10.5 Exhibit 10.5 Arvinas, Inc. STOCK 5 KALA PHARMACEUTICALS, INC. NON-QUALIFIED OPTION AGREEMENT Arvinas, Kala Pharmaceuticals, Inc. (the "Company") hereby grants the following stock option pursuant to its 2018 Stock 2017 Equity Incentive Plan. The terms and conditions attached hereto are also a part hereof. Notice of Grant Name of optionee (the "Participant"): Grant Date: Incentive Stock Option or Nonstatutory Stock Option: Number of shares of the Company's Common Stock subject to this option ("Shares"): Option exercise price per Share:1 Share: Number, if any, of Shares that vest immediately on the grant date: Shares that are subject to vesting schedule: Vesting Start Date: Final Exercise Date:2 Date: Vesting Schedule: Vesting Date: Number of Options that Vest: All vesting is dependent on the Participant remaining an Eligible Participant, as provided herein. This option satisfies in full all commitments that the Company has to the Participant with respect to the issuance of stock, stock options or other equity securities. Arvinas, Inc. KALA PHARMACEUTICALS, INC. Signature of Participant By: Street Address Name of Officer Title: City/State/Zip Code 1 This must be at least 100% of the Grant Date Fair Market Value (as defined in the Plan) of the Common Stock on the date of grant (110% in the case of a Participant that owns more than 10% of the total combined voting power of all classes of stock of the Company or its parent or subsidiary (a "10% Shareholder")) for the option to qualify as an incentive stock option (an "ISO") under Section 422 of the Code. 2 The Final Exercise Date must be no more than 10 years (5 years in the case of a 10% Shareholder) from the date of grant for the option to qualify as an ISO. The correct approach to calculate the final exercise date is to use the day immediately prior to the date ten years out from the date of the stock option award grant (5 years in the case of a 10% stockholder). Arvinas, Inc. Stock KALA PHARMACEUTICALS, INC. Non-Qualified Option Agreement Incorporated Terms and Conditions 1. Grant of Option. This agreement evidences the grant by the Company, on the grant date (the "Grant Date") set forth in the Notice of Grant that forms part of this agreement (the "Notice of Grant"), to the Participant of an option to purchase, in whole or in part, on the terms provided herein and in the Company's 2018 Stock 2017 Equity Incentive Plan (the "Plan"), the number of Shares set forth in the Notice of Grant of common stock, $0.001 par value per share, of the Company ("Common Stock"), at the exercise price per Share set forth in the Notice of Grant. Unless earlier terminated, this option shall expire at 5:00 p.m., Eastern time, on the Final Exercise Date set forth in the Notice of Grant (the "Final Exercise Date"). The It is intended that the option evidenced by this agreement shall be intended to not be an incentive stock option as defined in Section 422 of the Internal Revenue Code of 1986, as amended, and any regulations promulgated thereunder (the "Code") to the maximum extent permitted by law, solely to the extent designated as an incentive stock option in the Notice of Grant. "Code"). Except as otherwise indicated by the context, the term "Participant", as used in this option, shall be deemed to include any person who acquires the right to exercise this option validly under its terms. View More
Provisions of the Plan. This option is subject to the provisions of the Plan (including the provisions relating to amendments to the Plan), a copy of which is furnished to the Participant with this option. ANNEX A Arvinas, Inc. EVERQUOTE, INC. Stock Option Exercise Notice Arvinas, EverQuote, Inc. [Address] [Address] 210 Broadway Cambridge, MA 02139 Dear Sir or Madam: I, (the "Participant"), hereby irrevocably exercise the right to purchase shares of the Class A Common Stock, $0.001 par value per share (the "Shares"), o...f Arvinas, EverQuote, Inc. (the "Company") at $ per share pursuant to the Company's 2018 Stock Equity Incentive Plan and a stock option agreement with the Company dated (the "Option Agreement"). Enclosed herewith is a payment of $ , the aggregate purchase price for the Shares. The certificate for the Shares should be registered in my name as it appears below or, if so indicated below, jointly in my name and the name of the person designated below, with right of survivorship. Dated: Signature Print Name: Address: Name and address of persons in whose name the Shares are to be jointly registered (if applicable): EX-10.5 11 d564688dex105.htm EX-10.5 EX-10.5 SCHEDULE 1 Performance Vesting Provisions [Applicable Vesting Conditions] EX-10.1 2 d880416dex101.htm EX-10.1 EX-10.1 Exhibit 10.5 Arvinas, Inc. 10.1 EVERQUOTE, INC. PERFORMANCE-BASED STOCK OPTION AGREEMENT Arvinas, EverQuote, Inc. (the "Company") hereby grants the following performance-based stock option pursuant to its 2018 Stock Equity Incentive Plan. The terms and conditions attached hereto are also a part hereof. Notice of Grant Name of optionee (the "Participant"): Grant Date: Incentive Stock Option or Nonstatutory Non-Qualified Stock Option: Number of shares of the Company's Class A Common Stock subject to this option ("Shares"): Option exercise price per Share:1 Share: Number, if any, of Shares that vest immediately on the grant date: Shares that are subject to vesting schedule: Vesting Start Date: Final Exercise Date:2 Date: Vesting Schedule: Vesting Date: Number The vesting of Options that Vest: All vesting is dependent the option will be subject to achievement Performance Goal and the Employment Condition, each as defined and set forth on Schedule 1. As a condition to the receipt of this option, the Participant remaining an Eligible Participant, as provided herein. This option satisfies in full all commitments agrees and acknowledges, by executing this Notice of Grant below, that the Participant shall not be eligible to receive any future equity grants from the Company has to unless and until the Participant with respect to Performance Goal (as defined on Schedule 1) is initially achieved and first vests, or the issuance of stock, stock options or other equity securities. Arvinas, Inc. option otherwise terminates. EVERQUOTE, INC. Signature of Participant By: Street Address By: Name of Officer Officer: Title: City/State/Zip Code 1 This must be at least 100% of the Grant Date Fair Market Value (as defined in the Plan) of the Common Stock on the date of grant (110% in the case of a Participant that owns more than 10% of the total combined voting power of all classes of stock of the Company or its parent or subsidiary (a "10% Shareholder")) for the option to qualify as an incentive stock option (an "ISO") under Section 422 of the Code. 2 The Final Exercise Date must be no more than 10 years (5 years in the case of a 10% Shareholder) from the date of grant for the option to qualify as an ISO. The correct approach to calculate the final exercise date is to use the day immediately prior to the date ten years out from the date of the stock option award grant (5 years in the case of a 10% stockholder). Arvinas, Inc. EVERQUOTE, INC. Stock Option Agreement Incorporated Terms and Conditions 1. Grant of Option. This agreement evidences the grant by the Company, on the grant date (the "Grant Date") set forth in the Notice of Grant that forms part of this agreement (the "Notice of Grant"), to the Participant of an option to purchase, in whole or in part, on the terms provided herein and in the Company's 2018 Stock Equity Incentive Plan (the "Plan"), the number of Shares set forth in the Notice of Grant of common stock, Class A Common Stock, $0.001 par value per share, of the Company ("Common ("Class A Common Stock"), at the exercise price per Share set forth in the Notice of Grant. Unless earlier terminated, this option shall expire at 5:00 p.m., Eastern time, on the Final Exercise Date set forth in the Notice of Grant (the "Final Exercise Date"). The option evidenced by this agreement shall be intended to be an incentive stock option as defined in Section 422 of the Internal Revenue Code of 1986, as amended, and any regulations promulgated thereunder (the "Code") "Code"), to the maximum extent permitted by law, solely to the extent designated as an incentive stock option in the Notice of Grant. Except as otherwise indicated by the context, the term "Participant", as used in this option, shall be deemed to include any person who acquires the right to exercise this option validly under its terms. View More
Provisions of the Plan. This option is subject to the provisions of the Plan (including the provisions relating to amendments to the Plan), a copy of which is furnished to the Participant with this option. ANNEX A Arvinas, Inc. ACACIA COMMUNICATIONS, INC. Stock Option Exercise Notice Arvinas, Acacia Communications, Inc. [Address] [Address] Three Clock Tower Place, Suite 100 Maynard, MA 01754 Dear Sir or Madam: I, (the "Participant"), hereby irrevocably exercise the right to purchase shares of the Common Stock, $0.001 $...0.0001 par value per share (the "Shares"), of Arvinas, Acacia Communications, Inc. (the "Company") at $ per share pursuant to the Company's 2018 Stock 2016 Equity Incentive Plan and a stock option agreement with the Company dated (the "Option Agreement"). Enclosed herewith is a payment of $ , the aggregate purchase price for the Shares. The certificate for the Shares should be registered in my name as it appears below or, if so indicated below, jointly in my name and the name of the person designated below, with right of survivorship. Dated: Signature Print Name: Address: Name and address of persons in whose name the Shares are to be jointly registered (if applicable): EX-10.5 11 d564688dex105.htm EX-10.5 EX-10.5 Exhibit 10.5 Arvinas, Inc. EX-10.8 6 d46988dex108.htm EX-10.8 EX-10.8 EXHIBIT 10.8 ACACIA COMMUNICATIONS, INC. NONSTATUTORY STOCK OPTION AGREEMENT Arvinas, Acacia Communications, Inc. (the "Company") hereby grants the following stock option pursuant to its 2018 Stock 2016 Equity Incentive Plan. The terms and conditions attached hereto are also a part hereof. Notice of Grant Name of optionee (the "Participant"): Grant Date: Incentive Stock Option or Nonstatutory Stock Option: Number of shares of the Company's Common Stock subject to this option ("Shares"): Option exercise price per Share:1 Share: Number, if any, of Shares that vest immediately on the grant date: Shares that are subject to vesting schedule: Vesting Start Date: Final Exercise Date:2 Date: Vesting Schedule: Vesting Date: Number of Options that Vest: All vesting is dependent on the Participant remaining an Eligible Participant, as provided herein. This option satisfies in full all commitments that the Company has to the Participant with respect to the issuance of stock, stock options or other equity securities. Arvinas, Inc. ACACIA COMMUNICATIONS, INC. Signature of Participant By: Street Address Name of Officer Title: City/State/Zip Code 1 This must be at least 100% of the Grant Date Fair Market Value (as defined in the Plan) of the Common Stock on the date of grant (110% in the case of a Participant that owns more than 10% of the total combined voting power of all classes of stock of the Company or its parent or subsidiary (a "10% Shareholder")) for the option to qualify as an incentive stock option (an "ISO") under Section 422 of the Code. 2 The Final Exercise Date must be no more than 10 years (5 years in the case of a 10% Shareholder) from the date of grant for the option to qualify as an ISO. The correct approach to calculate the final exercise date is to use the day immediately prior to the date ten years out from the date of the stock option award grant (5 years in the case of a 10% stockholder). Arvinas, Inc. ACACIA COMMUNICATIONS, INC. Nonstatutory Stock Option Agreement Incorporated Terms and Conditions 1. Grant of Option. This agreement evidences the grant by the Company, on the grant date (the "Grant Date") set forth in the Notice of Grant that forms part of this agreement (the "Notice of Grant"), to the Participant of an option to purchase, in whole or in part, on the terms provided herein and in the Company's 2018 Stock 2016 Equity Incentive Plan (the "Plan"), the number of Shares set forth in the Notice of Grant of common stock, $0.001 $0.0001 par value per share, of the Company ("Common Stock"), at the exercise price per Share set forth in the Notice of Grant. Unless earlier terminated, this option shall expire at 5:00 p.m., Eastern time, on the Final Exercise Date set forth in the Notice of Grant (the "Final Exercise Date"). The It is intended that the option evidenced by this agreement shall be intended to not be an incentive stock option as defined in Section 422 of the Internal Revenue Code of 1986, as amended, and any regulations promulgated thereunder (the "Code") to the maximum extent permitted by law, solely to the extent designated as an incentive stock option in the Notice of Grant. "Code"). Except as otherwise indicated by the context, the term "Participant", as used in this option, shall be deemed to include any person who acquires the right to exercise this option validly under its terms. View More
