Common use of Annual Equity Bonus Clause in Contracts

Annual Equity Bonus. Commencing with fiscal year 2021, the Executive shall be eligible to receive, to the extent earned based on individual and corporate performance as determined by the Compensation Committee, an annual equity performance bonus (an “Equity Bonus”) in respect of each fiscal year that ends during the Term. The type of award shall be determined by the Compensation Committee in its sole discretion. Subject to the Executive’s continued employment through the date of grant, the amount earned in respect of any Equity Bonus shall be determined by the Compensation Committee after the end of the fiscal year for which such Equity Bonus is granted and shall be granted to the Executive on or prior to March 15 of such following year. Notwithstanding anything in this Agreement, the Compensation Committee may, in its sole discretion, provide for payment of the Equity Bonus in cash as opposed to equity or equity-based compensation, subject to similar vesting conditions. With respect to each Equity Bonus, (i) with respect to the portion of such Equity Bonus that consists of options to purchase Class A Common Stock, par value $0.01 (the “Common Stock”), the exercise price per share of Common Stock subject thereto will equal the fair market value of one share of Common Stock on the date of grant, as determined by the Compensation Committee in its sole discretion, subject to applicable law and the terms of the vTv 2015 Omnibus Incentive Plan, as the same shall be in effect from time to time (the “vTv Plan”); (ii) subject to the Executive’s continued services hereunder, each such grant will vest and, if applicable, become exercisable with respect to 33.33% of the shares of Common Stock subject thereto on each of the first three anniversaries of the applicable grant date, and (iii) the award will have other customary terms and conditions as are consistent with the vTv Plan and with applicable law.

Annual Equity Bonus. Commencing with fiscal year 20212019, the Executive shall be eligible to receive, to the extent earned based on individual and corporate performance as determined by in the discretion of the Compensation Committee, an annual equity performance bonus (an “Equity Bonus”) in respect of each fiscal year that ends during the Term. The type of award shall be determined by the Compensation Committee in its sole discretion. Subject to the Executive’s continued employment through the date of grantIf awarded, the amount earned in respect of any Equity Bonus shall be determined by the Compensation Committee after the end of the fiscal year for which such Equity Bonus is granted and shall be granted to the Executive on or prior to March 15 of such following year. Notwithstanding anything in this Agreement, the Compensation Committee may, in its sole discretion, provide for payment of the Equity Bonus in cash as opposed to equity or equity-based compensation, subject to similar vesting conditions. With respect to the 2018 Fiscal Year Grant (defined below) and each Equity Bonus, (i) with respect to the portion of such 2018 Fiscal Year Grant and Equity Bonus that consists of options to purchase Class A Common Stock, par value $0.01 (the “Common Stock”), the exercise price per share of Common Stock subject thereto will equal the fair market value of one share of Common Stock on the date of grant, as determined by the Compensation Committee in its sole discretion, subject to applicable law and the terms of the vTv 2015 Omnibus Incentive Plan, as the same shall be in effect from time to time (the “vTv Plan”); (ii) subject to the Executive’s continued services hereunder, each such grant will vest and, if applicable, become exercisable with respect to 33.33% of the shares of Common Stock subject thereto on each of the first three anniversaries of the applicable grant date, and (iii) the award will have other customary terms and conditions as are consistent with the vTv Plan and with applicable law.

Annual Equity Bonus. Commencing with fiscal year 20212016, the Executive shall be eligible to receive, to the extent earned based on individual and corporate the level of attainment of the applicable performance as determined criteria (which shall be established by the Compensation CommitteeCommittee in accordance with Section 3.2.1 of this Agreement), an annual equity performance bonus (an “Equity Bonus”) in respect of each fiscal year that ends during the Term. Executive’s Equity Bonus for each such fiscal year shall have a target value equal to the grant date fair market value of $500,000 in Class A common stock, par value $0.01 per share of vTv (such stock, the “Common Stock,” and such bonus, the “Target Equity Bonus”), with greater or lesser amounts (including zero) paid for performance attainment above and below target-level performance attainment. The target value and type of award shall be determined by the Compensation Committee in its sole discretion; provided, that, if the Equity Bonus is granted in the form of an option to acquire Common Stock, the target value shall be calculated using a Black-Scholes option pricing model. Subject to the Executive’s continued employment through the date of grant, the amount earned in respect of any Equity Bonus shall be determined by the Compensation Committee after the end of the fiscal year for which such Equity Bonus is granted and shall be granted to the Executive on or prior to March 15 of such following year. Notwithstanding anything in this Agreement, the Compensation Committee may, in its sole discretion, provide for payment of the Equity Bonus in cash as opposed to equity or equity-based compensation, subject to similar vesting conditions. With respect to the Initial Grant (defined below) and each Equity Bonus, (i) with respect to the portion of such Initial Grant and Equity Bonus that consists of options to purchase Class A Common Stock, par value $0.01 (the “Common Stock”), the exercise price per share of Common Stock subject thereto will equal the fair market value of one share of Common Stock on the date of grant, as determined by the Compensation Committee in its sole discretion, subject to applicable law and the terms of the vTv 2015 Omnibus Incentive Plan, as the same shall be in effect from time to time (the “vTv Plan”); (ii) subject to the Executive’s continued services hereunder, each such grant will vest and, if applicable, become exercisable with respect to 33.33% of the shares of Common Stock subject thereto on each of the first three anniversaries of the applicable grant date, and (iii) the award will have other customary terms and conditions as are consistent with the vTv Plan and with applicable law.

Annual Equity Bonus. Commencing with fiscal year 20212016, the Executive shall be eligible to receive, to the extent earned based on individual and corporate the level of attainment of the applicable performance as determined criteria (which shall be established by the Compensation CommitteeCommittee in accordance with Section 3.2.1 of this Agreement), an annual equity performance bonus (an “Equity Bonus”) in respect of each fiscal year that ends during the Term. Executive’s Equity Bonus for each such fiscal year shall have a target value equal to the grant date fair market value of $825,000 in Class A common stock, par value $0.01 per share of vTv (such stock, the “Common Stock,” and such bonus, the “Target Equity Bonus”), with greater or lesser amounts (including zero) paid for performance attainment above and below target-level performance attainment. The target value and type of award shall be determined by the Compensation Committee in its sole discretion; provided, that, if the Equity Bonus is granted in the form of an option to acquire Common Stock, the target value shall be calculated using a Black-Scholes option pricing model. Subject to the Executive’s continued employment through the date of grant, the amount earned in respect of any Equity Bonus shall be determined by the Compensation Committee after the end of the fiscal year for which such Equity Bonus is granted and shall be granted to the Executive on or prior to March 15 of such following year. Notwithstanding anything in this Agreement, the Compensation Committee may, in its sole discretion, provide for payment of the Equity Bonus in cash as opposed to equity or equity-based compensation, subject to similar vesting conditions. With respect to the IPO Grant (defined below) and each Equity Bonus, (i) with respect to the portion of such IPO Grant and Equity Bonus that consists of options to purchase Class A Common Stock, par value $0.01 (the “Common Stock”), the exercise price per share of Common Stock subject thereto will equal the fair market value of one share of Common Stock on the date of grant, as determined by the Compensation Committee in its sole discretion, subject to applicable law and the terms of the vTv 2015 Omnibus Incentive Plan, as the same shall be in effect from time to time (the “vTv Plan”); (ii) subject to the Executive’s continued services hereunder, each such grant will vest and, if applicable, become exercisable with respect to 33.33% of the shares of Common Stock subject thereto on each of the first three anniversaries of the applicable grant date, and (iii) the award will have other customary terms and conditions as are consistent with the vTv Plan and with applicable law; provided, that, if vTv does not consummate an IPO within six (6) months after the date of this Agreement, then neither the IPO Grant nor any Equity Bonus shall vest or, if applicable, become exercisable in respect of any shares of Common Stock subject thereto.

Annual Equity Bonus. Commencing with fiscal year 20212016, the Executive Chairman shall be eligible to receive, to the extent earned based on individual and corporate the level of the applicable performance as determined by the Compensation Committeecriteria, an annual equity performance bonus (an “Equity Bonus”) in respect of each fiscal year that ends during the Term. The performance criteria for each such fiscal year shall be established by the Compensation Committee no later than 90 calendar days after the commencement of such fiscal year; provided, that, the Board (or a subset thereof) may act as the Compensation Committee (and all references to the Compensation Committee in this Agreement may then apply to the Board). The Executive Chairman’s Equity Bonus for each such fiscal year shall have a target value equal to the grant date fair market value of $250,000 of Common Stock (the “Target Equity Bonus”), with greater or lesser amounts (including zero) paid for performance attainment above and below target-level performance attainment. The target value and type of award shall be determined by the Compensation Committee in its sole discretion; provided, that, if the Equity Bonus is granted in the form of an option to acquire Common Stock, the target value shall be calculated using a Black-Scholes option pricing model. Subject to the ExecutiveExecutive Chairman’s continued employment services through the date of grant, the amount earned in respect of any Equity Bonus shall be determined by the Compensation Committee after the end of the fiscal year for which such Equity Bonus is granted and shall be granted to the Executive Chairman on or prior to March 15 of such following year. Notwithstanding anything in this Agreement, the Compensation Committee may, in its sole discretion, provide for payment of the Equity Bonus in cash as opposed to equity or equity-based compensation, subject to similar vesting conditions. With respect to each Equity Bonus, (i) with respect to the portion of such Equity Bonus that consists of options to purchase Class A Common Stock, par value $0.01 (the “Common Stock”), the exercise price per share of Common Stock subject thereto will equal the fair market value of one share of Common Stock on the date of grant, as determined by the Compensation Committee in its sole discretion, subject to applicable law and the terms of the vTv 2015 Omnibus Incentive Plan, as the same shall be in effect from time to time (the “vTv Plan”); (ii) subject to the Executive’s continued services hereunder, each such grant will vest and, if applicable, become exercisable with respect to 33.33% of the shares of Common Stock subject thereto on each of the first three anniversaries of the applicable grant date, and (iii) the award will have other customary terms and conditions as are consistent with the vTv Plan and with applicable law.

Annual Equity Bonus. Commencing with fiscal year 20212016, the Executive shall be eligible to receive, to the extent earned based on individual and corporate the level of attainment of the applicable performance as determined criteria (which shall be established by the Compensation CommitteeCommittee in accordance with Section 3.2.1 of this Agreement), an annual equity performance bonus (an “Equity Bonus”) in respect of each fiscal year that ends during the Term. Executive’s Equity Bonus for each such fiscal year shall have a target value equal to the grant date fair market value of $450,000 in Class A common stock, par value $0.01 per share of vTv (such stock, the “Common Stock,” and such bonus, the “Target Equity Bonus”), with greater or lesser amounts (including zero) paid for performance attainment above and below target-level performance attainment. The target value and type of award shall be determined by the Compensation Committee in its sole discretion; provided, that, if the Equity Bonus is granted in the form of an option to acquire Common Stock, the target value shall be calculated using a Black-Scholes option pricing model. Subject to the Executive’s continued employment through the date of grant, the amount earned in respect of any Equity Bonus shall be determined by the Compensation Committee after the end of the fiscal year for which such Equity Bonus is granted and shall be granted to the Executive on or prior to March 15 of such following year. Notwithstanding anything in this Agreement, the Compensation Committee may, in its sole discretion, provide for payment of the Equity Bonus in cash as opposed to equity or equity-based compensation, subject to similar vesting conditions. With respect to the IPO Grant (defined below) and each Equity Bonus, (i) with respect to the portion of such IPO Grant and Equity Bonus that consists of options to purchase Class A Common Stock, par value $0.01 (the “Common Stock”), the exercise price per share of Common Stock subject thereto will equal the fair market value of one share of Common Stock on the date of grant, as determined by the Compensation Committee in its sole discretion, subject to applicable law and the terms of the vTv 2015 Omnibus Incentive Plan, as the same shall be in effect from time to time (the “vTv Plan”); (ii) subject to the Executive’s continued services hereunder, each such grant will vest and, if applicable, become exercisable with respect to 33.33% of the shares of Common Stock subject thereto on each of the first three anniversaries of the applicable grant date, and (iii) the award will have other customary terms and conditions as are consistent with the vTv Plan and with applicable law; provided, that, if vTv does not consummate an IPO within six (6) months after the date of this Agreement, then neither the IPO Grant nor any Equity Bonus shall vest or, if applicable, become exercisable in respect of any shares of Common Stock subject thereto.

Annual Equity Bonus. Commencing with fiscal year 20212019, the Executive shall be eligible to receive, to the extent earned based on individual and corporate performance as determined by in the discretion of the Compensation Committee, an annual equity performance bonus (an “Equity Bonus”) in respect of for each fiscal year that ends during the Term. The type of award shall be determined by the Compensation Committee in its sole discretion. Subject to the Executive’s continued employment through the date of grantIf awarded, the amount earned in respect of any Equity Bonus shall be determined by the Compensation Committee after the end of the fiscal year for which such Equity Bonus is granted and shall be granted to the Executive on or prior to March 15 of such following year. Notwithstanding anything in this Agreement, the Compensation Committee may, in its sole discretion, provide for payment of the an Equity Bonus in cash as opposed to equity or equity-based compensation, subject to similar vesting conditions. With respect to the 2018 Fiscal Year Grant (defined below) and each Equity Bonus, (i) with respect to the portion of such 2018 Fiscal Year Grant and Equity Bonus that consists of options to purchase Class A Common Stock, par value $0.01 (the “Common Stock”), the Stock shall have an exercise price per share of Common Stock subject thereto will equal to the fair market value of one share of Common Stock on the date of grant, as determined by the Compensation Committee in its sole discretion, subject to applicable law and the terms of the vTv 2015 Omnibus Incentive Plan, as the same shall be in effect from time to time (the “vTv Plan”); (ii) subject to the Executive’s continued services hereunder, each such grant will vest and, if applicable, become exercisable with respect to 33.33% of the shares of Common Stock subject thereto on each of the first three anniversaries of the applicable grant date, and (iii) the award will have other customary terms and conditions as are consistent with the vTv Plan and with applicable law.