Common use of Conversion Formula Clause in Contracts

Conversion Formula. In the event VABC exercises the Conversion Right, the Grant Amount shall, in the case of Conversion after an IPO, be converted to the common stock of Tocagen at a per share price equal to the closing stock price for one share of Tocagen common stock on the first trading day prior to the Conversion Date, and, in the case of Conversion simultaneously with an IPO, be converted to the common stock of Tocagen at the price-per-share to the public of Tocagen common stock in the IPO, in the event VABC exercises the Conversion Right, VABC agrees to accept the stock subject to any restrictions that are applicable to holders of unregistered securities of Tocagen generally, including, without limitation, restrictions on VABC’s ability to transfer or dispose of Tocagen stock pursuant to applicable laws and regulations and the restrictions set forth on Schedule A annexed hereto. VABC agrees to execute and deliver to Tocagen any documents as may be reasonably requested by Tocagen and its counsel, in connection with the issuance of the Tocagen common stock.