Common use of Common Stock Vesting Clause in Contracts

Common Stock Vesting. Shares of Common Stock (or options therefor) issued to employees and service providers of the Company after the date hereof shall, unless otherwise approved by a majority of the Board, which majority shall include the Directors designated by the Investors (as set forth in the Amended and Restated Voting Agreement of even date herewith, as the same may be amended from time to time), vest as follows: no shares shall vest until the completion of the twelve (12) month anniversary of the commencement of employment or service, at which time twenty-five percent (25%) of the Common Stock (or option therefor) shall vest; and the remainder shall vest in equal monthly installments over the following thirty-six (36) months, subject to the recipient’s continued employment or service. Unless otherwise approved by the Board, with respect to any shares of Common Stock purchased by any such person, the Company shall retain a “right of first refusal” on employee transfers until an Initial Public Offering, and the Company’s repurchase option shall provide that upon such person’s termination of employment or service with the Company, with or without cause, the Company or its assignee (to the extent permissible under applicable securities laws and other laws) shall have the option to purchase any unvested shares of stock held by such person at the lower of cost and fair market value of a share of Common Stock. In addition, the Company has not issued and shall not issue, without the prior consent of the Board, any equity securities (including but not limited to options, warrants or shares of capital stock) to any person or entity unless such person or entity shall have previously executed a market standoff agreement with the Company pursuant to which such person or entity shall have agreed to provisions no less restrictive than those set forth in Section 1.13. Existing agreements regarding vesting and acceleration with employees and service providers of the Company shall not be modified or cancelled without the approval of the Board, including all of the Directors designated by the Investors (as set forth in the Amended and Restated Voting Agreement of even date herewith, as the same may be amended from time to time).

Common Stock Vesting. Shares Except as otherwise approved by the Board of Directors, all shares of the Company’s Common Stock and all options exercisable for shares of the Company’s Common Stock (or options thereforcollectively, for purposes of this paragraph only, the “Stock”) issued or granted, respectively, after the date of the First Closing to employees employees, directors, consultants and other service providers of the Company after (each referred to herein as a “Service Provider”) shall be subject to a corresponding right of repurchase in favor of the date hereof shallCompany (in the case of any outstanding Common Stock) or shall be cancelable by the Company (in the case of any outstanding options for Common Stock), unless respectively (for purposes of this paragraph only, either such right shall hereinafter be referred to as the “Company Right”). Unless otherwise approved by a majority the Board of Directors, the Board, which majority shall include Company Right on all such Stock will lapse according to the Directors designated by the Investors (as set forth in the Amended and Restated Voting Agreement of even date herewith, as the same may be amended from time to time), vest as followsfollowing vesting schedule: no shares shall vest until the completion of the twelve (12) month anniversary of the commencement of employment or service, at which time twenty-five percent (25%) of the Common Stock (or option therefor) shall vest; , and the remainder Company Right shall vest lapse accordingly with respect thereto, upon the Service Provider’s completion of one (1) year of continuous service to the Company from the date of first issuance or grant of the Stock and the remaining seventy-five percent (75%) of the Stock shall thereafter vest, and the Company Right shall lapse accordingly with respect thereto, in successive equal monthly installments over upon the following Service Provider’s completion of each of the next thirty-six (36) months, subject months of service to the recipient’s continued employment or serviceCompany (the “Vesting Schedule”). Unless Except as otherwise approved by the BoardBoard of Directors (including all directors elected by the holders of Series D-1 Preferred Stock), with respect a Change of Control Transaction shall not cause the Vesting Schedule to accelerate. A “Change of Control Transaction” shall be defined as (i) a merger, reverse merger, reorganization, consolidation or other business combination transaction in which the Company is not the surviving entity, or in which the Company is the surviving entity, but the holders of the outstanding voting stock of the Company immediately prior to such transaction own less than a majority of the outstanding voting stock of the Company or the surviving entity immediately following such transaction, (ii) the sale, transfer or other disposition of all or substantially all of the assets of the Company whether through a single transaction or a series of transactions, (iii) any shares issuance of Common Stock purchased capital stock by the Company, whether through a single transaction or series of related transactions, which results in any such one person, the Company shall retain a “right entity or affiliated group owning fifty percent (50%) or more of first refusal” on employee transfers until an Initial Public Offering, and the Company’s repurchase option shall provide that upon such person’s termination outstanding voting stock; or (iv) any sale of employment or service with capital stock of the Company, with whether through a single transaction or series of related transactions in which fifty percent (50%) or more of the Company’s outstanding voting stock is either acquired by any one person, entity or affiliated group or transferred to holders different from those who held the stock immediately prior to such transaction, including, without causelimitation, any tender offer having either such result. Each Service Provider receiving Stock after the First Closing shall execute a stock restriction agreement incorporating the terms of this Section 2.6. This Section 2.6 shall terminate and be of no further force or effect upon the consummation of the sale of securities pursuant to a registration statement filed by the Company or under the Act in connection with the firm underwritten offering of its assignee (securities to the extent permissible under applicable securities laws and other laws) shall have the option to purchase any unvested shares of stock held by such person at the lower of cost and fair market value of a share of Common Stock. In addition, the Company has not issued and shall not issue, without the prior consent of the Board, any equity securities (including but not limited to options, warrants or shares of capital stock) to any person or entity unless such person or entity shall have previously executed a market standoff agreement with the Company pursuant to which such person or entity shall have agreed to provisions no less restrictive than those set forth in Section 1.13. Existing agreements regarding vesting and acceleration with employees and service providers of the Company shall not be modified or cancelled without the approval of the Board, including all of the Directors designated by the Investors (as set forth in the Amended and Restated Voting Agreement of even date herewith, as the same may be amended from time to time)general public.

Common Stock Vesting. The Company shall issue equity securities (and options therefor) to employees and other service providers only upon approval by the Board of Directors, including 2 of the 3 directors elected exclusively by the Series A Preferred Stock. Shares of Common Stock (or options therefor) issued to employees and service providers of the Company after the date hereof shall, unless otherwise approved by a majority the Board of the Board, which majority shall include the Directors designated by the Investors (as set forth in the Amended and Restated Voting Agreement of even date herewith, as the same may be amended from time to time)Directors, vest as follows: no shares shall vest until the completion of the twelve (12) month anniversary of the commencement of employment or service, at which time twenty-five percent (25%) of the Common Stock (or option therefor) shall vest; and the remainder shall vest in equal monthly [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. installments over the following thirty-six (36) months, subject to the recipient’s continued employment or service. Unless otherwise approved by the BoardBoard of Directors, with respect to any shares of Common Stock purchased by any such person, the Company shall retain a “right of first refusal” on employee transfers until an Initial Public Offering, and the Company’s repurchase option shall provide that upon such person’s termination of employment or service with the Company, with or without cause, the Company or its assignee (to the extent permissible under applicable securities laws and other laws) shall have the option to purchase at cost any unvested shares of stock held by such person at the lower of cost and fair market value of a share of Common Stock. In addition, the Company has not issued and shall not issue, without the prior consent of the Board, any equity securities (including but not limited to options, warrants or shares of capital stock) to any person or entity unless such person or entity shall have previously executed a market standoff agreement with the Company pursuant to which such person or entity shall have agreed to provisions no less restrictive than those set forth in Section 1.13. Existing agreements regarding vesting and acceleration with employees and service providers of the Company shall not be modified or cancelled without the approval of the Board, including all of the Directors designated by the Investors (as set forth in the Amended and Restated Voting Agreement of even date herewith, as the same may be amended from time to time)person.