Equity Vesting Acceleration. Vesting acceleration (and exercisability, as applicable) as to 100% of the then-unvested shares subject to each of the Executive’s then-outstanding Company equity awards subject to only time-based (and not performance-based) vesting. In the case of equity awards with performance-based vesting, such awards will be treated as set forth in the applicable award agreement. For the avoidance of doubt, in the event of the Executive’s Qualifying Pre-CIC Termination, any unvested portion of the Executive’s then-outstanding equity awards will remain outstanding until the earlier of (x) ninety (90) days following the Qualifying Termination or (y) the occurrence of a Change in Control, solely so that any benefits due on a Qualifying Pre-CIC Termination can be provided if a Change in Control occurs within the ninety (90) day period following the Qualifying Termination (provided that in no event will the Executive’s stock options or similar equity awards remain outstanding beyond the equity award’s maximum term to expiration). If no Change in Control occurs within the ninety (90) day period following a Qualifying Termination, any unvested portion of the Executive’s equity awards automatically and permanently will be forfeited on the ninetieth (90th) day following the date of the Qualifying Termination without having vested.
Equity Vesting Acceleration. Vesting acceleration (and exercisability, as applicable) as to 100% of the then-unvested shares subject to each of the Executive’s then-outstanding compensatory equity awards issued by the Company. In the case of an equity award with performance-based vesting, unless otherwise specified in the applicable equity award agreement governing such award, all performance goals and other vesting criteria will be deemed achieved at target.
Equity Vesting Acceleration. The vesting of each of Executive’s then- outstanding equity compensation awards granted under any of the Company’s equity incentive plans (“Company Equity Awards”) (other than Performance Awards (as defined below)) will accelerate as to the number of shares subject to each such award that would have become vested, in the ordinary course, within the first 6 months following Executive’s termination date, effective on Executive’s date of termination. With respect to awards that would otherwise vest only upon satisfaction of performance criteria (“Performance Awards”), the vesting of such awards will accelerate as set forth in the terms of the applicable performance-based equity award agreement. Subject to the payment timing rules contained in Exhibit B, any severance payments and benefits under this Section 2 will be paid on the later of (x) 10 business days after the effective date of the Release and (y) the date of Executive’s Qualifying Termination.
Equity Vesting Acceleration. Accelerate the vesting of and the lapsing of restrictions on any unvested or restricted equity compensation (e.g., stock options, restricted stock, etc.).
Equity Vesting Acceleration. In the event that, within twelve (12) months following a Change in Control of the Company, the Company terminates the Executive’s employment hereunder without Cause (other than by reason of death or Disability) or the Executive resigns for Good Reason, all stock options and other awards that the Executive may have under the 2004 Plan and the 2013 Plan shall vest and, in the case of stock options or like awards, become exercisable, to the extent not already vested and (if applicable) exercisable, on the Termination Date.
Equity Vesting Acceleration. Each of the Executive’s then outstanding unvested Equity Awards, including awards that would otherwise vest upon satisfaction of performance metrics or other factors other than the continuation of the Executive’s employment with the Company (“Performance-Based Equity Awards”), shall accelerate and become vested and exercisable with respect to 100% of the then-unvested shares subject to all Equity Awards; provided however, that the grant agreement for the Performance-Based Equity Awards may provide for alternative treatment upon a Qualifying CIC Termination and, absent any such treatment in such grant agreement, the vesting acceleration provided for herein shall be deemed to have been met based on the achievement of the performance award “at-target”. Subject to Section 4, the accelerated vesting described above shall be effective as of the date of Separation.
Equity Vesting Acceleration. The vesting of each of Executive’s then-outstanding compensatory equity awards granted under any of the Company’s equity incentive plans will accelerate in full, subject to Section 5(a). In order to accommodate this potential accelerated vesting, if Executive experiences a Qualifying Termination within three months prior to a Change in Control, any then-unvested compensatory equity awards will not terminate with respect to shares that have not vested as of Executive’s termination date until three months and one day after Executive’s termination date. Subject to the payment timing rules contained in Exhibit B, any severance payments and benefits under this Section 3 will be paid on the latest of (x) 10 business days after the effective date of the Release, (y) the date of Executive’s Qualifying Termination, and (z) the date of the Change in Control.
Equity Vesting Acceleration. Each of Executive’s then outstanding unvested Equity Awards, including awards that would otherwise vest only upon satisfaction of performance criteria, shall accelerate and become vested and exercisable with respect to 100% of the then unvested shares subject to all Equity Awards. “Equity Awards” means all options to purchase shares of Company common stock, Restricted Stock Units as well as any and all other stock-based awards granted to the Executive, including but not limited to stock bonus awards, restricted stock or stock appreciation rights. Subject to Section 4, the accelerated vesting described above shall be effective as of the Separation. In the event an Equity Award is subject to performance metrics or factors then the vesting acceleration provided for herein shall be deemed to have been met based on achievement of such performance award “at-target.”
Equity Vesting Acceleration. The vesting of each of Executive’s then-outstanding equity compensation awards granted under any of the Company’s equity incentive plans will accelerate as to the number of shares subject to each such award that would have become vested, in the ordinary course, within the first 6 months following Executive’s termination date, effective on Executive’s date of termination and subject to Section 5(a). Subject to the payment timing rules contained in Exhibit B, any severance payments and benefits under this Section 2 will be paid on the later of (x) 10 business days after the effective date of the Release and (y) the date of Executive’s Qualifying Termination.
Equity Vesting Acceleration. Provided that no Qualified Financing occurs prior to an Initial Public Offering, then vesting acceleration (and exercisability, as applicable) as to a number of the then-unvested shares subject to each of the Executive’s then-outstanding compensatory equity awards issued by the Company prior to June 30, 2021 and subject to time-based vesting that would have vested had the Executive remained an employee of the Company through the two (2) year anniversary of the Effective Date. For the avoidance of doubt, fewer shares will be eligible to vest pursuant to this Section 3(a)(iii) for each month that passes following the Effective Date. For purposes of this paragraph, a “Qualified Financing” shall mean a transaction or series of transactions following June 30, 2021, but prior to an Initial Public Offering, pursuant to which the Company issues and sells equity or debt securities for aggregate gross proceeds of at least $1,000,000 with the principal purpose of raising capital. For the avoidance of doubt, if a Qualified Financing occurs prior to an Initial Public Offering, Executive shall not be entitled to vesting acceleration pursuant to this Section 3(a)(iii). The Board shall determine whether a Qualified Financing occurs in its sole and absolute discretion.
