Common use of Automatic Grants to Outside Directors Clause in Contracts

Automatic Grants to Outside Directors. (i) Each Outside Director who first joins the Board of Directors on or after the Effective Date, and who was not previously an Employee, shall receive a Nonstatutory Option, subject to approval of the Plan by the Company’s stockholders, to purchase a number of Shares equal to the quotient of (a) $250,000 divided by (b) the per Share fair value of the Option as determined by the Committee based upon the Black-Scholes or other valuation method used by the Company for financial reporting purposes and calculated as of the date of grant, on the date of his or her election to the Board of Directors. One-third (1/3) of the Shares subject to each Option granted under this Section 4(b)(i) shall vest and become exercisable on each one-year anniversary of the date of grant. Notwithstanding the foregoing, each such Option shall become vested if the Participant is not re-elected after standing for re-election at the end of his or her term, or a Change in Control occurs with respect to the Company during the Participant’s Service. VIOLIN MEMORY, INC. 2012 STOCK INCENTIVE PLAN

Automatic Grants to Outside Directors. (i) Each Outside Director who first joins the Board of Directors on or after the Effective Date, and who was not previously an Employee, shall receive a Nonstatutory Option, subject to approval of the Plan by the Company’s stockholders, to purchase a number of Shares equal to the quotient of (a) $250,000 [ ] divided by (b) the per Share fair value of the Option as determined by the Committee based upon the Black-Scholes or other valuation method used by the Company for financial reporting purposes and calculated as of the date of grant, on the date of his or her election to the Board of Directors. One-third (1/3) [ ] of the Shares subject to each Option granted under this Section 4(b)(i) shall vest and become exercisable on each one-year anniversary of the date of grant. Notwithstanding the foregoing, each such Option shall become vested if the Participant is not re-elected after standing for re-election at the end of his or her term, or a Change in Control occurs with respect to the Company during the Participant’s Service. VIOLIN MEMORY, INC. 2012 STOCK INCENTIVE PLAN.