Common use of Performance Stock Options Clause in Contracts

Performance Stock Options. The Executive shall have the opportunity to be awarded three (3) annual incentive stock options, each such annual incentive stock option will be to purchase up to three hundred thousand (300,000) shares of common stock (the "Maximum Option Bonus") based on performance achievements in 2016, 2017 and 2018 as provided below: (i) For 2016, the Board has approved an aggregate grant to the Executive of options to purchase up to three hundred thousand (300,000) shares, and will grant upon the mutual execution hereof a first option to the Executive to purchase one hundred thousand (100,000) shares of the above referenced three hundred thousand (300,000) shares at an exercise price equal to the price of the Company's publicly-traded shares on June 3, 2016, which shall vest immediately. In December 2016 the Compensation Committee will assess the achievement of the 2016 performance objectives that have been established and agreed upon between the Company and the Executive and then grant a second option to purchase up to two hundred thousand (200,000) shares or a portion thereof, which option shall be priced at an exercise price equal to the price of the Company's publicly-traded shares on the first business day of 2017, and shall vest on January 2, 2017. (ii) On the first business day of each of 2018 and 2019, the Company shall grant the Executive an option to purchase up to three hundred thousand (300,000) shares based on the Compensation Committee's evaluation of the Executive's prior year performance objectives established and agreed upon by the Company and the Executive. In each case, the option shall be priced at an exercise price equal to the price of the Company's publicly traded shares on the first business day of each of 2018 and 2019, respectively, and shall vest on the grant date. Performance incentives for the time period running from January 2019 through May 2019 will be agreed to by the Board and the Executive. Should the Employment Period terminate at the end of the Initial Term for any other reason than Cause (as defined in Sec. 5(b)), performance stock option incentives for the time period January 2019 through May 2019 will be based solely on the Compensation Committee's evaluation of the Executive's performance during this period and will be awarded, priced and will vest on the first business day of 2019.

Performance Stock Options. The (a) In addition to the cash incentive payments described in Section 5 hereof, during each of fiscal years 2006 and 2007, the Executive shall have the opportunity be entitled to be awarded three (3) annual incentive stock options, each such annual incentive one or more grants of a stock option will be (each an “Option”) to purchase up to three hundred thousand (300,000) an aggregate 100,000 shares of common stock of the Company, par value $.001 per share (the "Maximum Option Bonus"“Common Stock”), under the Company’s 2001 Stock Incentive Plan (the “2001 Plan”) based on performance achievements in 2016, 2017 and 2018 or such other plan as may then be available to the Company for each such fiscal year as provided below:. (i) For 2016With respect to fiscal year 2006, the Board has approved Executive shall be granted: (A) an Option to acquire 25,000 shares of Common Stock upon the commencement of patient enrollment in the Company’s MIST II clinical trial; (B) an Option to acquire 25,000 shares of Common Stock upon the completion of data collection in connection with the Company’s MIST I clinical trial; and (C) one or more Options to acquire up to an aggregate grant of 50,000 additional shares of Common Stock upon the satisfaction of certain other CEO performance objectives, each as contained in the incentive plan for the Executive with respect to the Executive Company’s fiscal year 2006, as established in good faith by the Board of options to purchase up to three hundred thousand (300,000) shares, and will grant upon the mutual execution hereof a first option to Directors in consultation with the Executive (the “Incentive Plan”). The Company, acting through its Board of Directors, agrees to purchase one hundred thousand (100,000) shares establish the terms of the above referenced three hundred thousand Incentive Plan, including the specific CEO performance objectives contained therein, applicable for (300,000x) shares at an exercise price equal to fiscal year 2006 and (y) fiscal year 2007 as promptly as practicable following the price approval of the Company's publicly-traded shares ’s Business Plan for (x) 2006 and (y) 2007, respectively, but, in each case, on June 3, 2016, which shall vest immediately. In December 2016 or prior to the Compensation Committee will assess the achievement last day of the 2016 performance objectives that have been established and agreed upon between the Company and the Executive and then grant a second option to purchase up to two hundred thousand (200,000) shares or a portion thereof, which option shall be priced at an exercise price equal to the price of the Company's publicly-traded shares on the first business day of 2017, and shall vest on January 2, 2017immediately preceding fiscal year. (ii) On the first business day of each of 2018 and 2019With respect to fiscal year 2007, the Company Executive shall grant be granted one or more Options to acquire up to an aggregate of 100,000 additional shares of Common Stock upon the satisfaction of certain CEO performance objectives, each as contained in the Incentive Plan for the Executive an option with respect to purchase up to three hundred thousand the Company’s fiscal year 2007. (300,000b) shares based on The exercise price for the Compensation Committee's evaluation of the Executive's prior year performance objectives established and agreed upon by the Company and the Executive. In each case, the option Options shall be priced at an exercise price equal to the closing price of the Company's publicly traded shares Common Stock on the first business day date of each grant. The Options shall, to the maximum extent permissible under Section 422 of 2018 and 2019the Internal Revenue Code of 1986, respectivelyas amended (the “Code”), and constitute incentive stock options, with any balance of the Options to be treated as non-statutory stock options. The Options shall vest in 48 equal monthly installments on each monthly anniversary of the date of grant. Once exercisable, subject to Sections 13(b) and 14(a), the Options shall remain exercisable for a period of ten (10) years from the date of grant date(the “Final Exercise Date”). Performance incentives Notwithstanding the foregoing, the Options shall become immediately exercisable in the event of a Change of Control of the Company. For purposes of this Agreement, a “Change of Control of the Company” shall be deemed to have occurred only upon (i) any merger or consolidation of the Company with or into another entity as a result of which all shares of Common Stock (other than shares held by the acquiring entity) are converted into or exchanged for the time period running from January 2019 through May 2019 will be agreed right to by the Board and the Executive. Should the Employment Period terminate at the end receive cash, securities or other property or (b) any exchange of the Initial Term all shares of Common Stock for any cash, securities or other reason than Cause (as defined in Sec. 5(b)), performance stock option incentives for the time period January 2019 through May 2019 will be based solely on the Compensation Committee's evaluation of the Executive's performance during this period and will be awarded, priced and will vest on the first business day of 2019property pursuant to a statutory share exchange transaction.