Common use of Future Equity Awards Clause in Contracts

Future Equity Awards. Subject in each case to approval by the Board, and provided that Executive remains continuously employed by the Company through each of the respective dates of grant described below, Executive will be eligible to receive separate stock option awards under the Company’s 2019 Equity Incentive Plan (“Plan”), upon the consummation of a preferred stock financing with entities affiliated with RA Capital and Access Industries for the purchase of the Company’s Series A-1 Preferred Stock (the “Financing”), as follows: (a) immediately following the receipt by the Company of the initial $5,000,000 tranche of funding at the time of the initial closing of the Financing, Executive will be granted an option (the “Initial Option”) to purchase a number of shares of Common Stock of the Company representing 1.8% of the Company’s then issued and outstanding Common Stock, as calculated on a fully-diluted, as-converted to common stock basis, at an exercise price equal to the fair market value of the Company’s Common Stock as of the date of grant of such Initial Option, as determined by the Board in its discretion, and (b) prior to the receipt by the Company of each follow-on tranche of funding in connection with the Financing, if any, the Executive will be granted an additional option (each, a “Follow-on Option” and collectively with the Initial Option and each previously granted Follow-on Option, if any, the “Options”) to purchase a number of shares of Common Stock of the Company that, when taken together with all of the Common Stock covered by the Initial Option and each previously granted Follow-on Option, if any, plus all other capital stock of the Company then owned by Executive (or her family) or then subject to any other outstanding equity awards held by Executive (or her family), represents 1.8% of the Company’s then issued and outstanding Common Stock, as calculated on a fully-diluted, as-converted to common stock basis, at an exercise price equal to the fair market value of the Company’s Common Stock as of the date of grant of such Follow-on Option, as determined by the Board in its discretion. The Options will vest and become exercisable with respect to twenty-five percent (25%) of the shares subject to each Option on the one-year anniversary of the date of grant of each such Option, and thereafter will vest and become exercisable in equal monthly installments over the ensuing thirty-six (36) months, subject to Executive’s continuous employment with the Company as of each vesting date. The Options will be incentive stock options under Section 422 of the Code to the maximum extent permitted and otherwise will be non-qualified stock options. The terms and conditions of the Options will be as set forth in the Plan and the form of stock option agreement and grant notice, which Executive is required to sign. The term “fully-diluted, as-converted to common stock basis” means, as of the date it is being measured (and without duplication), the number of issued and outstanding shares of Common Stock, plus the number of shares of Common Stock then subject to outstanding stock options (including the Options, if awarded) or other equity awards under the Plan, and any other equity incentive plan in effect on the date of measurement (“Other Plans”), plus the total available but unused share reserve under the Plan and the Other Plans, plus the number of shares of capital stock covered by warrants, if any, plus the number of shares of Common Stock into which the outstanding shares of preferred stock of the Company are then convertible. Executive is eligible to be considered for future equity awards as may be determined by the Board or a committee of the Board in its discretion in accordance with the terms of any applicable equity plan or arrangement that may be in effect from time to time.

Future Equity Awards. Subject in each case to approval by the Board, and provided that Executive remains continuously employed by the Company through each of the respective dates of grant described below, Executive will be eligible to receive separate stock option awards under the Company’s 2019 Equity Incentive Plan (“Plan”), upon the consummation of a preferred stock financing with entities affiliated with RA Capital and Access Industries for the purchase of the Company’s Series A-1 Preferred Stock (the “Financing”), as follows: (a) immediately following the receipt by the Company of the initial $5,000,000 tranche of funding at the time of the initial closing of the Financing, Executive will be granted an option (the “Initial Option”) to purchase a number of shares of Common Stock of the Company representing 1.8% six percent (6%) of the Company’s then issued and outstanding Common Stock, as calculated on a fully-diluted, as-converted to common stock basis, at an exercise price equal to the fair market value of the Company’s Common Stock as of the date of grant of such Initial Option, as determined by the Board in its discretion, and (b) prior to the receipt by the Company of each follow-on tranche of funding in connection with the Financing, if any, the Executive will be granted an additional option (each, a “Follow-on Option” and collectively with the Initial Option and each previously granted Follow-on Option, if any, the “Options”) to purchase a number of shares of Common Stock of the Company that, when taken together with all of the Common Stock covered by the Initial Option and each previously granted Follow-on Option, if any, plus all other capital stock of the Company then owned by Executive (or her his family) or then subject to any other outstanding equity awards held by Executive (or her his family), represents 1.8% six percent (6%) of the Company’s then issued and outstanding Common Stock, as calculated on a fully-diluted, as-converted to common stock basis, at an exercise price equal to the fair market value of the Company’s Common Stock as of the date of grant of such Follow-on Option, as determined by the Board in its discretion. The Options will vest and become exercisable with respect to twenty-five percent (25%) of the shares subject to each Option on the one-year anniversary of the date of grant of each such Option, and thereafter will vest and become exercisable in equal monthly installments over the ensuing thirty-six (36) months, subject to Executive’s continuous employment with the Company as of each vesting date. The Options will be incentive stock options under Section 422 of the Code to the maximum extent permitted and otherwise will be non-qualified stock options. The terms and conditions of the Options will be as set forth in the Plan and the form of stock option agreement and grant notice, which Executive is required to sign. The term “fully-diluted, as-converted to common stock basis” means, as of the date it is being measured (and without duplication), the number of issued and outstanding shares of Common Stock, plus the number of shares of Common Stock then subject to outstanding stock options (including the Options, if awarded) or other equity awards under the Plan, and any other equity incentive plan in effect on the date of measurement (“Other Plans”), plus the total available but unused share reserve under the Plan and the Other Plans, plus the number of shares of capital stock covered by warrants, if any, plus the number of shares of Common Stock into which the outstanding shares of preferred stock of the Company are then convertible. Executive is eligible to be considered for future equity awards as may be determined by the Board or a committee of the Board in its discretion in accordance with the terms of any applicable equity plan or arrangement that may be in effect from time to time.

Future Equity Awards. Subject in each case to approval by the BoardBoard or its Compensation Committee, and provided that Executive remains continuously employed by the Company through each will grant you a stock option to purchase 300,000 shares of the respective dates of grant described below, Executive will be eligible to receive separate Company’s common stock option awards (the “Shares”) under the Company’s 2019 Equity Incentive 2020 Stock Plan (“Plan”), upon the consummation of a preferred stock financing with entities affiliated with RA Capital and Access Industries for the purchase of the Company’s Series A-1 Preferred Stock (the “FinancingOptions”), as follows: (a) immediately following the receipt . The exercise price per share will be determined by the Company of Board when the initial $5,000,000 tranche of funding at the time of the initial closing of the Financing, Executive Options are granted and will be granted an option (the “Initial Option”) to purchase a number of shares of Common Stock of the Company representing 1.8% of the Company’s then issued and outstanding Common Stock, as calculated on a fully-diluted, as-converted to common stock basis, at an exercise price equal to the fair market value of the Company’s Common Stock as of the date of grant of such Initial Option, as determined by the Board in its discretion, and (b) prior to the receipt by the Company of each follow-on tranche of funding in connection with the Financing, if any, the Executive will be granted an additional option (each, a “Follow-on Option” and collectively with the Initial Option and each previously granted Follow-on Option, if any, the “Options”) to purchase a number of shares of Common Stock of the Company that, when taken together with all of the Common Stock covered by the Initial Option and each previously granted Follow-on Option, if any, plus all other capital stock of the Company then owned by Executive (or her family) or then subject to any other outstanding equity awards held by Executive (or her family), represents 1.8% share of the Company’s then issued common stock on the date of grant; provided, however, that if the merger contemplated under that certain Agreement and outstanding Common StockPlan of Merger dated as of June 29, 2021, as calculated amended, by and among the Company, FS Development Corp. II, Orchard Merger Sub, Inc., and Shareholder Representative Services LLC (the “Merger Agreement”) has not been consummated on a fully-dilutedor before January 28, as-converted to common stock basis, at an exercise price equal 2022 (or such later date as the parties to the Merger Agreement may mutually agree (the “Outside Date”)) or the Merger Agreement is terminated prior to such date, the Company shall reprice the Options to reflect the then current fair market value of a share of the Company’s Common Stock common stock as of the date of grant of such Follow-on Option, as determined approved by the Board in its discretionof Directors of the Company if lower than the grant date fair market value (the “Option Repricing”). The Please note that if any of your Options have been designated as an “incentive stock option” (“ISO”), your repriced Option will vest and be an ISO to the maximum extent possible under current U.S. tax laws, including certain limitations on the number of ISO shares that can become exercisable in any one calendar year. Please be aware that for purposes of determining the number of repriced Options that can qualify as ISO shares, the $100,000 limit will be reduced by the aggregate exercise price of the repriced Options that would have become first exercisable in the year of the Option Repricing and with respect to twenty-five percent (25%) of Options that became exercisable and counted against the $100,000 limit in a prior year, if the Option Repricing had not occurred. In addition, if you exercise a repriced Option, you will have to hold the shares subject to each the repriced Option for at least two years following the date of the Option Repricing in order for the repriced Option to continue to be eligible to be taxed as an ISO (in addition to meeting other applicable ISO requirements). If your Option is a non-statutory stock option (“NSO”), your repriced Option will remain an NSO. You should consult with your personal tax advisor about the potential tax treatment of your Option(s). The Option Repricing right provided in this paragraph shall terminate automatically upon the consummation of the merger contemplated under the Merger Agreement. Subject to the terms of the applicable equity award and the 2020 Stock Plan, the Options shall have a ten year term and the equity award shall contain the following vesting terms: 1⁄4 of the Shares shall vest on the one-year anniversary of the date you commence employment, and an additional 1/48th of grant the Shares shall vest on the corresponding day of each such Optionmonth thereafter (and if there is no corresponding day, and thereafter will vest and become exercisable in equal monthly installments over the ensuing thirty-six (36last day of the month) for 36 months, until all of the Shares are vested, in each case subject to Executive’s continuous employment with your continued provision of services to the Company as of either an employee or consultant through each applicable vesting date. The Options will In addition to the foregoing, you shall be eligible to receive future equity awards under the Company’s equity incentive stock options under Section 422 plans then in effect in the sole discretion of and subject to the approval of the Code Board or its Compensation Committee. Your initial equity award and future equity awards (but only so long as the Company is a private company) shall reference and be subject to the maximum extent permitted and otherwise will be non-qualified stock options. The terms and conditions of the Options will be as accelerated vesting provisions set forth in the Plan and the form of stock option agreement and grant notice, which Executive is required to sign. The term “fully-diluted, as-converted to common stock basis” means, as of the date it is being measured (and without duplication), the number of issued and outstanding shares of Common Stock, plus the number of shares of Common Stock then subject to outstanding stock options (including the Options, if awarded) or other equity awards under the Plan, and any other equity incentive plan in effect on the date of measurement (“Other Plans”), plus the total available but unused share reserve under the Plan and the Other Plans, plus the number of shares of capital stock covered by warrants, if any, plus the number of shares of Common Stock into which the outstanding shares of preferred stock of the Company are then convertible. Executive is eligible to be considered for future equity awards as may be determined by the Board or a committee of the Board in its discretion in accordance with the terms of any applicable equity plan or arrangement that may be in effect from time to timeSeverance paragraphs below.

Future Equity Awards. Subject in each case to approval by the Board, and provided that Executive remains continuously employed by the Company through each of the respective dates of grant described below, Executive will be eligible to receive separate stock option awards under the Company’s 2019 Equity Incentive Plan (“Plan”), upon the consummation of a preferred stock financing with entities affiliated with RA Capital and Access Industries for the purchase of the Company’s Series A-1 Preferred Stock (the “Financing”), as follows: (a) immediately following the receipt by the Company of the initial $5,000,000 tranche of funding at the time of the initial closing of the Financing, Executive will be granted an option (the “Initial Option”) to purchase a number of shares of Common Stock of the Company representing 1.8% one percent (1%) of the Company’s then issued and outstanding Common Stock, as calculated on a fully-diluted, as-converted to common stock basis, at an exercise price equal to the fair market value of the Company’s Common Stock as of the date of grant of such Initial Option, as determined by the Board in its discretion, and (b) prior to the receipt by the Company of each follow-on tranche of funding in connection with the Financing, if any, the Executive will be granted an additional option (each, a “Follow-on Option” and collectively with the Initial Option and each previously granted Follow-on Option, if any, the “Options”) to purchase a number of shares of Common Stock of the Company that, when taken together with all of the Common Stock covered by the Initial Option and each previously granted Follow-on Option, if any, plus all other capital stock of the Company then owned by Executive (or her his family) or then subject to any other outstanding equity awards held by Executive (or her his family), represents 1.8% one percent (1%) of the Company’s then issued and outstanding Common Stock, as calculated on a fully-diluted, as-converted to common stock basis, at an exercise price equal to the fair market value of the Company’s Common Stock as of the date of grant of such Follow-on Option, as determined by the Board in its discretion. The Options will vest and become exercisable with respect to twenty-five percent (25%) of the shares subject to each Option on the one-year anniversary of the date of grant of each such Option, and thereafter will vest and become exercisable in equal monthly installments over the ensuing thirty-six (36) months, subject to Executive’s continuous employment with the Company as of each vesting date. The Options will be incentive stock options under Section 422 of the Code to the maximum extent permitted and otherwise will be non-qualified stock options. The terms and conditions of the Options will be as set forth in the Plan and the form of stock option agreement and grant notice, which Executive is required to sign. The term “fully-diluted, as-converted to common stock basis” means, as of the date it is being measured (and without duplication), the number of issued and outstanding shares of Common Stock, plus the number of shares of Common Stock then subject to outstanding stock options (including the Options, if awarded) or other equity awards under the Plan, and any other equity incentive plan in effect on the date of measurement (“Other Plans”), plus the total available but unused share reserve under the Plan and the Other Plans, plus the number of shares of capital stock covered by warrants, if any, plus the number of shares of Common Stock into which the outstanding shares of preferred stock of the Company are then convertible. Executive is eligible to be considered for future equity awards as may be determined by the Board or a committee of the Board in its discretion in accordance with the terms of any applicable equity plan or arrangement that may be in effect from time to time.