Performance Grants. In addition to the option grants described above, if the Executive is employed by the Company on November 30, 2018, then no later than February 28, 2019, the Company shall grant the Executive up to 47,273 qualified stock options for the Company’s stock. If the Executive is employed by the Company on November 30, 2019, then no later than February 28, 2020 the Company shall grant the Executive up to an additional 47,273 qualified stock options for the Company’s stock. Such performance grants shall be made under the Company’s 2012 Stock Plan or a subsequent Company stock plan. For the fiscal years December 1, 2017 to November 30, 2018 and December 1, 2018 to November 30, 2019, the Executive’s performance grant shall be a percentage of 47,273 qualified stock options equal to the sum of (i) the product of 11.11% and the six bonus criteria achieved based upon the Company’s annual Net Revenue and Weighted Average Stock Price; and (ii) the product of 11.11% and the number of the three Subjective Performance criteria achieved. The performance grant criteria for the fiscal year ending November 30, 2018 are set forth in the following schedule. Unless otherwise agreed to in writing by the Executive and the Committee, performance grant criteria for the fiscal year ending November 30, 2019 shall be based on the same standards, and the same weightings as for the fiscal year ending November 30, 2018 and shall be established by February 28, 2019 by the Committee in its sole discretion after consultation with the Executive (except for the subjective performance criteria which shall be determined by the Committee by February 28, 2020). Net Revenue Increase for FYE 11/30/18 compared to FYE 11/30/2017 weighted 1/3 10 % 11 % 12 % Weighted Average Stock Price weighted 1/3 $ 10.25 $ 11.00 $ 11.75 Subjective Performance weighted 1/3 TBD by Comp Committee by grant date TBD by Comp Committee by grant date TBD by Comp Committee by grant date The Net Revenue Increase performance grant criteria shall be based on the annual net revenue of the Company as set forth in its audited financial statement. The Weighted Average Stock Price shall be calculated based on: (i) the trading day average closing price of the Company’s stock for each of the last three months of the fiscal year; and (ii) the weighting of each monthly average closing price of the Company’s stock from September through November such that the October average closing price is weighted twice the September average closing price; and the November average closing price is weighted three times the September average closing price. The Subjective Performance grant criteria shall be determined in the sole discretion of the Committee after consultation with the Executive. The performance grants earned above by the Executive for each fiscal year will be made promptly after such year’s audited financial statements for the Company have been finalized, and when the Committee has certified that the performance grants have been earned by the Executive, provided, however, in no event will the performance grants be made later than five days following the completion by the independent auditors of the Company’s financial statements for such year. The Committee in its sole discretion may make the performance grants prior to the finalization of the Company’s audited financial statements. The Committee will, with respect to each performance grant criteria, determine a performance grant criteria percentage within the percentage range for results that fall between Threshold and Target as well as between Target and Stretch levels of performance. The performance grant criteria for each fiscal year shall be determined without regard to any accounting impact of any Bonus or Performance Grant on the Company’s financial statements for such fiscal year. In addition to the option grants described above, if the Executive is employed by the Company on November 30, 2018, then no later than February 28, 2019, the Company shall grant the Executive up to 11,818 qualified stock options for the Company’s stock for each dollar by which the Weighted Average Stock Price (as defined above) exceeds $11.75 with respect to the 2018 fiscal year. If Executive is employed by the Company on November 30, 2019, then no later than February 28, 2020, the Company shall grant the Executive up to an additional 11,818 qualified stock options for the Company’s stock for each dollar by which the Weighted Average Stock Price exceeds a price to be determined at the discretion of the Compensation Committee with respect to the 2019 fiscal year. Such performance grants shall be made under the Company’s 2012 Stock Plan or a subsequent Company stock plan.
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Performance Grants. In addition to the option grants described above, if the Executive is employed by the Company on November 30, 2018, then no later than February 28, 2019, the Company shall grant the Executive up to 47,273 40,000 qualified stock options for the Company’s stock. If the Executive is employed by the Company on November 30, 2019, then no later than February 28, 2020 the Company shall grant the Executive up to an additional 47,273 40,000 qualified stock options for the Company’s ’ stock. Such performance grants shall be made under the Company’s 2012 Stock Plan or a subsequent Company stock plan. For the fiscal years December 1, 2017 to November 30, 2018 and December 1, 2018 to November 30, 2019, the Executive’s performance grant shall be a percentage of 47,273 40,000 qualified stock options equal to the sum of (i) the product of 11.11% and the six bonus criteria achieved based upon on the Company’s annual Net Revenue and Weighted Average Stock Price; and (ii) the product of 11.11% and the number of the three Subjective Performance criteria achieved. The performance grant criteria for the fiscal year ending November 30, 2018 are set forth in the following schedule. Unless otherwise agreed to in writing by the Executive and the Committee, performance grant criteria for the fiscal year ending November 30, 2019 shall be based on the same standards, and the same weightings as for the fiscal year ending November 30, 2018 and shall be established by February 28, 2019 by the Committee in its sole discretion after consultation with the Executive (except for the subjective performance criteria which shall be determined by the Committee by February 28, 2020). Net Revenue Increase for FYE 11/30/18 compared to FYE 11/30/2017 weighted 1/3 10 % 11 % 12 % Weighted Average Stock Price Adjusted Net Income for FYE 11/30/16 weighted 1/3 25% $ 10.25 $ 11.00 $ 11.75 Subjective Performance weighted 1/3 TBD by Comp Committee by grant date TBD by Comp Committee by grant date TBD by Comp Committee by grant date The Net Revenue Increase performance grant criteria shall be based on the annual net revenue of the Company as set forth in its audited financial statement. The Weighted Average Stock Price shall be calculated based on: (i) the trading day average closing price of the Company’s stock for each of the last three months of the fiscal year; and (ii) the weighting of each monthly average closing price of the Company’s stock from September through November such that the October average closing price is weighted twice the September average closing price; and the November average closing price is weighted three times the September average closing price. The Subjective Performance grant criteria shall be determined in the sole discretion of the Committee after consultation with the Executive. The performance grants earned above by the Executive for each fiscal year will be made promptly after such year’s audited financial statements for the Company have been finalized, and when the Committee has certified that the performance grants have been earned by the Executive, provided, however, in no event will the performance grants be made later than five days following the completion by the independent auditors of the Company’s financial statements for such year. The Committee in its sole discretion may make the performance grants prior to the finalization of the Company’s audited financial statements. The Committee will, with respect to each performance grant criteria, determine a performance grant criteria percentage within the percentage range for results that fall between Threshold and Target as well as between Target and Stretch levels of performance. The performance grant criteria for each fiscal year shall be determined without regard to any accounting impact of any Bonus or Performance Grant on the Company’s financial statements for such fiscal year. In addition to the option grants described above, if the Executive is employed by the Company on November 30, 2018, then no later than February 28, 2019, the Company shall grant the Executive up to 11,818 10,000 qualified stock options for the Company’s stock for each dollar by which the Weighted Average Stock Price (as defined above) exceeds $11.75 with respect to the 2018 fiscal year. If Executive is employed by the Company on November 30, 2019, then no later than February 28, 2020, the Company shall grant the Executive up to an additional 11,818 10,000 qualified stock options for the Company’s stock for each dollar by which the Weighted Average Stock Price exceeds a price to be determined at the discretion of the Compensation Committee with respect to the 2019 fiscal year. Such performance grants shall be made under the Company’s 2012 Stock Plan or a subsequent Company stock plan.
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