Executive Transition Agreement (May 2nd, 2017)
This Executive Transition Agreement (the "Agreement") is made by and between Ellie Mae, Inc. (the "Company") and Edgar Luce ("Executive") (collectively referred to herein as the "Parties") effective as of March 9, 2017.
Notice of Grant of Performance Shares for Senior Executives Under the Ellie Mae, Inc. 2016 Senior Executive Performance Share Program and Ellie Mae, Inc. 2011 Equity Incentive Award Plan (May 5th, 2016)
Ellie Mae, Inc. (the "Company"), pursuant to its 2011 Equity Incentive Award Plan (the "Plan") and its 2016 Senior Executive Performance Share Program (the "Program"), hereby grants to the individual set forth below (the "Holder") that number of performance shares set forth below (the "Performance Shares"). This grant of Performance Shares is subject to all of the terms and conditions set forth herein and in the Grant Agreement accompanying this Notice of Grant (the "Grant Agreement"), the Plan and the Program, each of which are incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Grant Agreement.
Ellie Mae, Inc. Amended and Restated 2015 Senior Executive Performance Share Program (May 7th, 2015)
The purpose of this document is to set forth the general terms and conditions applicable to the Ellie Mae, Inc. Amended and Restated 2015 Senior Executive Performance Share Program (the "Program") established by the Compensation Committee of the Board of Directors of Ellie Mae, Inc. (the "Company") pursuant to the Company's 2011 Equity Incentive Award Plan (the "Plan"). The Program is intended to carry out the purposes of the Plan and provide a means to reinforce objectives for sustained long-term performance and value creation by awarding selected key employees of the Company with payments in Company stock based on the level of achievement of pre-established performance goals during performance periods through the award of a Performance Award pursuant to Section 9.1 of the Plan consisting of performance shares payable in Common Stock ("Performance Shares").