Common use of Initial Stock Option Clause in Contracts

Initial Stock Option. In addition to the options granted to Executive under the Interim CEO Contract, the Executive will be granted additional stock options under the Equity Incentive Plan exercisable for the purchase of shares of the Company’s Common Stock (“Share”) representing 5% of the Company’s Fully Diluted Equity (the “Initial Stock Options”). The Initial Stock Options will vest over a four-year period as follows: (i) 25% vesting on the first anniversary of the Commencement Date; and (ii) 75% vesting in equal monthly installments over the following 36 months. The Executive will be granted additional stock options upon completion of the Series C if completed as an up round at $1.15 per share to maintain her Fully Diluted Equity position at a minimum of 5%. Notwithstanding the above, if the Executive’s performance exceeds expectation, but does not reach the specified share price hurdle noted above, the Board will not unreasonably withhold the additional stock options grant to maintain her Fully Diluted Equity position at a minimum of 5%. Notwithstanding anything to the contrary, the Executive shall be entitled to the immediate vesting of any unvested Shares subject to the Initial Stock Options if the Company undergoes a Change of Control and the Executive is still actively employed by the Company on the closing of such Change of Control.

Appears in 2 contracts

Sources: Employment Agreement (Cognition Therapeutics Inc), Employment Agreement (Cognition Therapeutics Inc)