Common use of Equity Incentive Clause in Contracts

Equity Incentive. The Employee will be eligible to participate in the CPI Card Group Omnibus Incentive Plan, as amended, and any similar or successor plan (the “Omnibus Plan”). As of the Effective Date, the Company will grant to the Employee non-qualified stock options with respect to 1,400,000 shares of Common Stock (the “Equity Award”), pursuant to the terms contained in an Equity Award agreement in the form set forth in Exhibit A to this Agreement. Future equity and/or equity-based incentive awards will be determined by the Compensation Committee of the Board; provided that Employee shall not be entitled to further awards under the Omnibus Plan until 2019; and provided further, that the vesting and exercise provisions of future awards shall not be less favorable to the Employee that those of the Equity Award. Notwithstanding the foregoing, subject to the annual recommendation and approval of the Compensation Committee of the Board and assuming target performance by the Employee against his long term performance objectives, the expectation of the parties is that either: (i) the Compensation Committee of the Board would make annual grants under the Omnibus Plan to the Employee, starting in February 2019, with a value equal to not less than two (2) times the Annual Base Salary, in the event that, at the time such a grant is being determined by the Compensation Committee of the Board, the Company’s stock price has materially improved from the price on the date hereof such that the Black Scholes model is not unduly punitive to the Company (as determined by the Compensation Committee of the Board in its reasonable discretion); or (ii) the Compensation Committee of the Board would make annual grants under the Omnibus Plan to the Employee, starting in 2019, with respect to not less than 500,000 shares of the Company’s common stock (with the form of equity award under the Omnibus Plan to be determined by the Compensation Committee of the Board), in the event that, at the time such a grant is being determined by the Compensation Committee of the Board, the Company’s stock price has not materially improved from the price on the date hereof (as determined by the Compensation Committee of the Board in its reasonable discretion) such that the Black Scholes model remains unduly punitive to the Company. Subject to Sections 6.2(b), (c), and (f), and the terms of the plan or agreement governing any award, any unvested equity or equity-based incentive awards at the time of the termination or non-renewal of the Employee’s employment or this Agreement will be forfeited and the Employee will have no rights, and the Company will have no obligations, with respect thereto.

Equity Incentive. The During the Employment Term, Employee will shall be eligible to participate in the CPI Card Group Omnibus PRTH Equity Incentive Plan, as amended, under the terms and any similar or successor plan conditions set forth in the PRTH Equity Incentive Plan. The Company and the Employee shall enter into a restricted stock unit (RSU) award agreement (the “Omnibus PlanAward Agreement”). As ) pursuant to which the Employee receives the right to to earn up to Seven Hundred Fifty Thousand Dollars ($750,000) worth of Restricted Stock Units on each anniversary of his Hire Date with the Company (based on current market value of the Effective Company’s shares on each anniversary of his Hire Date, ) for the first five (5) years of Participant’s employment with the Company will grant to as the Employee non-qualified stock options Company’s CFO, with respect to 1,400,000 shares each annual issuance of Common Restricted Stock (the “Equity Award”), pursuant to the terms contained in an Equity Award agreement in the form set forth in Exhibit A to this Agreement. Future equity and/or equity-based incentive awards will be determined by the Compensation Committee of the Board; provided that Employee shall not be entitled to further awards under the Omnibus Plan until 2019; and provided further, that the vesting and exercise provisions of future awards shall not be less favorable to the Employee that those of the Equity Award. Notwithstanding the foregoing, Units subject to the annual recommendation and approval of the Compensation Committee of the Board and assuming target performance by the Employee against his long term performance objectives, the expectation of the parties is that either: (i) the Compensation Committee of the Board would make annual grants under the Omnibus Plan to the Employee, starting in February 2019, with a value equal to not less than two (2) times the Annual Base Salary, year vesting schedule as set forth in the event that, at the time Award Agreement (such a grant is being determined by the Compensation Committee of the Boardshares, the Company’s stock price has materially improved from the price on the date hereof such that the Black Scholes model is not unduly punitive to the Company (as determined by the Compensation Committee of the Board in its reasonable discretion“Restricted Stock Unit Award”); or (ii) the Compensation Committee of the Board would make annual grants under the Omnibus Plan to the Employee, starting in 2019, with respect to not less than 500,000 shares of the Company’s common stock (with the form of equity award under the Omnibus Plan to be determined by the Compensation Committee of the Board), in the event that, at the time such a grant is being determined by the Compensation Committee of the Board, the Company’s stock price has not materially improved from the price on the date hereof (as determined by the Compensation Committee of the Board in its reasonable discretion) such that the Black Scholes model remains unduly punitive to the Company. Subject to Sections 6.2(b), (c), and (f), and the terms of the plan or agreement governing any award, any unvested equity or equity-based incentive awards at the time of the termination or non-renewal of the Employee’s employment or this Agreement will be forfeited and the Employee will have no rights, and the Company will negotiate in good faith to resolve and execute any applicable PRTH Equity Incentive Plan documents, including any applicable Restricted Stock Unit Award Agreements, within ninety (90) days of the execution of this Agreement. Any Restricted Stock Unit Award Agreement will be in substantially the form as that attached as Exhibit D. Notwithstanding the foregoing or anything in this Agreement or the PRTH Equity Incentive Plan to the contrary, the unvested portion of any outstanding Restricted Stock Unit award granted to Employee under the PRTH Equity Incentive Plan shall immediately and automatically become one-hundred percent (100%) vested upon the closing of any go-private transaction that causes all of the equity to cease to be publicly traded on Nasdaq or any other public stock exchange or in the event of a Change of Control of the Company. For purposes of this definition, a “Change of Control” shall have no obligationssuch meaning as defined in the Company’s Credit and Guaranty Agreement with SunTrust Bank dated January 3, with respect thereto2017, as amended from time to time (the “SunTrust Agreement”).

Equity Incentive. The During the Employment Term, Employee will shall be eligible to participate in the CPI Card Group Omnibus PRTH Equity Incentive Plan, as amended, under the terms and any similar or successor plan conditions set forth in the PRTH Equity Incentive Plan. The Company and the Employee shall enter into a restricted stock unit (RSU) award agreement (the “Omnibus PlanAward Agreement”). As ) pursuant to which the Employee receives the right to to earn up to Two Hundred Fifty Thousand Dollars ($250,000) worth of Restricted Stock Units on each anniversary of his Hire Date with the Company (based on current market value of the Effective Company’s shares on each anniversary of his Hire Date, ) for the first four (4) years of Participant’s employment with the Company will grant to as the Employee non-qualified stock options Company’s COO, with respect to 1,400,000 shares each annual issuance of Common Restricted Stock (the “Equity Award”), pursuant to the terms contained in an Equity Award agreement in the form set forth in Exhibit A to this Agreement. Future equity and/or equity-based incentive awards will be determined by the Compensation Committee of the Board; provided that Employee shall not be entitled to further awards under the Omnibus Plan until 2019; and provided further, that the vesting and exercise provisions of future awards shall not be less favorable to the Employee that those of the Equity Award. Notwithstanding the foregoing, Units subject to the annual recommendation and approval of the Compensation Committee of the Board and assuming target performance by the Employee against his long term performance objectives, the expectation of the parties is that either: (i) the Compensation Committee of the Board would make annual grants under the Omnibus Plan to the Employee, starting in February 2019, with a value equal to not less than two (2) times the Annual Base Salary, year vesting schedule as set forth in the event that, at the time Award Agreement (such a grant is being determined by the Compensation Committee of the Boardshares, the Company’s stock price has materially improved from the price on the date hereof such that the Black Scholes model is not unduly punitive to the Company (as determined by the Compensation Committee of the Board in its reasonable discretion“Restricted Stock Unit Award”); or (ii) the Compensation Committee of the Board would make annual grants under the Omnibus Plan to the Employee, starting in 2019, with respect to not less than 500,000 shares of the Company’s common stock (with the form of equity award under the Omnibus Plan to be determined by the Compensation Committee of the Board), in the event that, at the time such a grant is being determined by the Compensation Committee of the Board, the Company’s stock price has not materially improved from the price on the date hereof (as determined by the Compensation Committee of the Board in its reasonable discretion) such that the Black Scholes model remains unduly punitive to the Company. Subject to Sections 6.2(b), (c), and (f), and the terms of the plan or agreement governing any award, any unvested equity or equity-based incentive awards at the time of the termination or non-renewal of the Employee’s employment or this Agreement will be forfeited and the Employee will have no rights, and the Company will negotiate in good faith to resolve and execute any applicable PRTH Equity Incentive Plan documents, including any applicable Restricted Stock Unit Award Agreements, within ninety (90) days of the execution of this Agreement. Any Restricted Stock Unit Award Agreement will be in substantially the form as that attached as Exhibit E. Notwithstanding the foregoing or anything in this Agreement or the PRTH Equity Incentive Plan to the contrary, the unvested portion of any outstanding Restricted Stock Unit award granted to Employee under the PRTH Equity Incentive Plan shall immediately and automatically become one-hundred percent (100%) vested upon the closing of any go-private transaction that causes all of the equity to cease to be publicly traded on Nasdaq or any other public stock exchange or in the event of a Change of Control of the Company. For purposes of this definition, a “Change of Control” shall have no obligationssuch meaning as defined in the Company’s Credit and Guaranty Agreement with SunTrust Bank dated January 3, with respect thereto2017, as amended from time to time (the “SunTrust Agreement”).

Equity Incentive. The Employee Subject to the approval of the Board of Directors of Urovant Sciences Ltd. (USL), the company’s parent, you will receive a Stock Option Grant Notice for an option to purchase 69,197 common shares of USL and a Restricted Stock Unit Grant Notice for 108,647 Restricted Stock Units of USL pursuant to the 2017 Equity Incentive Plan, As Amended and Restated, (collectively, “Initial Equity Award”). This Initial Equity Award will be granted on June 2, 2020 and (i) will be subject to a 4-year vesting period, with 25% vesting at year one (1) and quarterly vesting thereafter for twelve (12) successive quarters, as well as any other terms and conditions contained in the grant agreements; and (ii) all stock options will expire and cease to be exercisable on the ten (10) year anniversary of the grant date. Per your Initial Equity Award Grant Notices, all shares received under this Initial Equity Award shall immediately become fully vested and exercisable immediately prior to (and contingent upon) a Change In Control as defined in the 2017 Equity Incentive Plan, Amended and Restated. In addition, any unvested outstanding equity awards, including awards that would otherwise vest only upon satisfaction of performance criteria, shall accelerate and become vested and exercisable immediately prior to (and contingent upon) a Change In Control as defined in the operative Equity Incentive Plan. You will be eligible to participate receive additional discretionary annual equity incentive grants in amounts commensurate with your position (“Annual Equity Grants”). The Annual Equity Grants will be based upon meeting Company and individual performance metrics to be mutually agreed upon in writing annually. The Annual Equity Grants (i) will be subject to a 4-year vesting period, with 25% vesting at year one (1) and quarterly vesting thereafter for twelve (12) successive quarters , as well as any other terms and conditions contained in the CPI Card Group Omnibus grant agreements; and (ii) all stock options will expire and cease to be exercisable on the ten (10) year anniversary of the grant date. All shares received under the Annual Equity Grants shall immediately become fully vested and exercisable immediately prior to (and contingent upon) a Change In Control as defined in the operative Equity Incentive Plan, as amended, Amended and any similar or successor plan (the “Omnibus Plan”)Restated. As of the Effective Date, the Company will grant to the Employee non-qualified stock options with respect to 1,400,000 shares of Common Stock (the “Equity Award”), pursuant to the terms contained in an Equity Award agreement in the form set forth in Exhibit A to this Agreement. Future equity and/or equity-based incentive awards will be determined by the Compensation Committee of the Board; provided that Employee shall not be entitled to further awards under the Omnibus Plan until 2019; and provided further, that the vesting and exercise provisions of future awards shall not be less favorable to the Employee that those of the Equity Award. Notwithstanding the foregoing, subject to the annual recommendation and approval of the Compensation Committee of the Board and assuming target performance by the Employee against his long term performance objectives, the expectation of the parties is that either: (i) the Compensation Committee of the Board would make annual grants under the Omnibus Plan to the Employee, starting in February 2019, with a value equal to not less than two (2) times the Annual Base Salary, in the event that, at the time such a grant is being determined by the Compensation Committee of the Board, the Company’s stock price has materially improved from the price on the date hereof such that the Black Scholes model is not unduly punitive to the Company (as determined by the Compensation Committee of the Board in its reasonable discretion); or (ii) the Compensation Committee of the Board would make annual grants under the Omnibus Plan to the Employee, starting in 2019, with respect to not less than 500,000 shares of the Company’s common stock (with the form of equity award under the Omnibus Plan to be determined by the Compensation Committee of the Board), in the event that, at the time such a grant is being determined by the Compensation Committee of the Board, the Company’s stock price has not materially improved from the price on the date hereof (as determined by the Compensation Committee of the Board in its reasonable discretion) such that the Black Scholes model remains unduly punitive to the Company. Subject to Sections 6.2(b), (c), and (f), and the terms of the plan or agreement governing any awardIn addition, any unvested outstanding equity or equity-based incentive awards, including awards at that would otherwise vest only upon satisfaction of performance criteria, shall accelerate and become vested and exercisable immediately prior to (and contingent upon) a Change In Control as defined in the time of the termination or non-renewal of the Employee’s employment or this Agreement will be forfeited and the Employee will have no rights, and the Company will have no obligations, with respect thereto.operative Equity Incentive Plan

Equity Incentive. The Employee Subject to the approval of the Board of Directors of Urovant Sciences Ltd. (USL), the company’s parent, you will receive a Stock Option Grant Notice for an option to purchase 140,000 common shares of USL and a Restricted Stock Unit Grant Notice for 75,000 Restricted Stock Units of USL pursuant to the 2017 Equity Incentive Plan, As Amended and Restated, (collectively, “Initial Equity Award”). This Initial Equity Award will be granted on the first Tuesday of the month (or the following business day if Tuesday is a holiday) following the commencement of your employment and (i) will be subject to a 4-year vesting period, with 25% vesting at year one (1) and quarterly vesting thereafter for twelve (12) successive quarters, as well as any other terms and conditions contained in the grant agreements; and (ii) all stock options will expire and cease to be exercisable on the ten (10) year anniversary of the grant date. Per your Initial Equity Award Grant Notices, all shares received under this Initial Equity Award shall immediately become fully vested and exercisable immediately prior to (and contingent upon) a Change In Control as defined in the 2017 Equity Incentive Plan, Amended and Restated, with the exception of the Sumitomo Dainippon transaction, provided that the transaction closes on or before March 23, 2020, which shall not be considered such a Change in Control for purposes of the Initial Equity Award. You will be eligible to participate receive additional discretionary annual equity incentive grants in the CPI Card Group Omnibus Incentive Plan, as amended, and any similar or successor plan amounts commensurate with your position (the “Omnibus PlanAnnual Equity Grants”). As of the Effective Date, the Company will grant to the Employee non-qualified stock options with respect to 1,400,000 shares of Common Stock (the “The Annual Equity Award”), pursuant to the terms contained in an Equity Award agreement in the form set forth in Exhibit A to this Agreement. Future equity and/or equity-based incentive awards Grants will be determined by the Compensation Committee of the Board; provided that Employee shall not based upon meeting Company and individual performance metrics to be entitled to further awards under the Omnibus Plan until 2019; and provided further, that the vesting and exercise provisions of future awards shall not be less favorable to the Employee that those of the mutually agreed upon in writing annually. The Annual Equity Award. Notwithstanding the foregoing, subject to the annual recommendation and approval of the Compensation Committee of the Board and assuming target performance by the Employee against his long term performance objectives, the expectation of the parties is that either: Grants (i) the Compensation Committee of the Board would make annual grants under the Omnibus Plan will be subject to the Employee, starting in February 2019a 4-year vesting period, with a value equal to not less than two 25% vesting at year one (21) times the Annual Base Salaryand quarterly vesting thereafter for twelve (12) successive quarters , as well as any other terms and conditions contained in the event that, at the time such a grant is being determined by the Compensation Committee of the Board, the Company’s stock price has materially improved from the price on the date hereof such that the Black Scholes model is not unduly punitive to the Company (as determined by the Compensation Committee of the Board in its reasonable discretion)agreements; or and (ii) all stock options will expire and cease to be exercisable on the Compensation Committee ten (10) year anniversary of the Board would make annual grants grant date. All shares received under the Omnibus Plan Annual Equity Grants shall immediately become fully vested and exercisable immediately prior to the Employee, starting in 2019, with respect to not less than 500,000 shares of the Company’s common stock (with the form of equity award under the Omnibus Plan to be determined by the Compensation Committee of the Board), and contingent upon) a Change In Control as defined in the event that, at the time such a grant is being determined by the Compensation Committee of the Board, the Company’s stock price has not materially improved from the price on the date hereof (as determined by the Compensation Committee of the Board in its reasonable discretion) such that the Black Scholes model remains unduly punitive to the Companyoperative Equity Incentive Plan. Subject to Sections 6.2(b), (c), and (f), and the terms of the plan or agreement governing any awardIn addition, any unvested outstanding equity or equity-based incentive awards, including awards at the time that would otherwise vest only upon satisfaction of the termination or non-renewal of the Employee’s employment or this Agreement will be forfeited performance criteria, shall accelerate and the Employee will have no rights, become vested and the Company will have no obligations, with respect theretoexercisable immediately prior to (and contingent upon) a Change In Control.

Equity Incentive. The Employee will be eligible to participate in Board has authorized the CPI Card Group Omnibus Incentive Plan, as amended, and any similar or successor plan (the “Omnibus Plan”). As of the Effective Date, the Company will grant to the Employee non-qualified stock Executive of options with respect to 1,400,000 shares of Common Stock (the “Equity Award”), pursuant to the terms contained in an Equity Award agreement in the form set forth in Exhibit A to this Agreement. Future equity and/or equity-based incentive awards will be determined by the Compensation Committee of the Board; provided that Employee shall not be entitled to further awards under the Omnibus Plan until 2019; and provided further, that the vesting and exercise provisions of future awards shall not be less favorable to the Employee that those of the Equity Award. Notwithstanding the foregoing, subject to the annual recommendation and approval of the Compensation Committee of the Board and assuming target performance by the Employee against his long term performance objectives, the expectation of the parties is that either: (i) the Compensation Committee of the Board would make annual grants under the Omnibus Plan to the Employee, starting in February 2019, with a value equal to not less than two (2) times the Annual Base Salary, in the event that, at the time such a grant is being determined by the Compensation Committee of the Board, the Company’s stock price has materially improved from the price on the date hereof such that the Black Scholes model is not unduly punitive to the Company (as determined by the Compensation Committee of the Board in its reasonable discretion); or (ii) the Compensation Committee of the Board would make annual grants under the Omnibus Plan to the Employee, starting in 2019, with respect to not less than 500,000 purchase 160,000 shares of the Company’s common stock (the “Initial Stock Option”) effective as of the Commencement Date with a per share exercise price equal to the fair market value of a share of common stock on the Commencement Date, contingent on the commencement of the Executive’s employment with the form Company on that date. The Initial Stock Option is intended to be an incentive stock option, to the extent permitted under Section 422(d) of equity award the Internal Revenue Code (the “Code”). The Initial Stock Option will be granted under the Omnibus Company’s1995Stock Option/Stock Issuance Plan (the “Plan). The Initial Stock Option will become vested and first exercisable with respect to be determined 25% of shares on the Commencement Date, and will become vested and exercisable with respect to an additional 25% of the shares subject thereto on the first, second, and third anniversaries of the Commencement Date, respectively, contingent on the continued employment of the Executive by the Compensation Committee Company on the applicable vesting date, such that the entire option will be fully vested and exercisable on the third anniversary of the Commencement Date (if the Executive then remains employed by the Company). In addition, the Board has authorized the grant to the Executive of options to purchase 30,000 shares of the Company’s common stock (the “Contingent Stock Option”) effective as of the Commencement Date with a per share exercise price equal to the fair market value of a share of common stock on the Commencement Date, contingent on the commencement of the Executive’s employment with the Company on that date. The Contingent Stock Option will be a non-qualified stock option granted under the Plan, and will become vested and first exercisable on the earlier of (i) the first filing with the Food and Drug Administration of an Investigational New Drug application for the Company’s own proprietary drug candidate that allows the Company to commence clinical trials, and (ii) the fifth anniversary of the Commencement Date. The Executive will be eligible to receive additional grants in accordance with the Company’s executive incentive options program, at the discretion of the Board or a committee of the Board), in the event that, at the time such a grant is being determined by the Compensation Committee of the Board, the Company’s stock price has not materially improved from the price on the date hereof (as determined by the Compensation Committee of the Board in its reasonable discretion) such that the Black Scholes model remains unduly punitive to the Company. Subject to Sections 6.2(b), (c), and (f), and the terms of the plan or agreement governing any award, any unvested equity or equity-based incentive awards at the time of the termination or non-renewal of the Employee’s employment or this Agreement will be forfeited and the Employee will have no rights, and the Company will have no obligations, with respect thereto.