Incentive Equity. Parent shall grant to Executive an option (the “Option Grant”), as of the Appointment Date, to purchase 100,000 shares of Parent’s Class A Common Stock, par value $0.01 per share pursuant to the terms and subject to the conditions of the LIN TV Corp. Amended and Restated 2002 Stock Plan (the “Option Plan”) and as further evidenced by that certain Nonqualified Stock Option Letter Agreement, dated on or about the date hereof, by and between Parent and Executive (the “Option Agreement”). The Option Grant shall be on the terms and conditions of the Option Plan and the Option Agreement; provided, however, that (a) for purposes of the Option Grant, and notwithstanding anything to the contrary contained in the Option Agreement, the term “Cause” shall have the meaning ascribed to such term in this Agreement; and (b) in the event of a Change in Control (as hereinafter defined in Section 24) (and notwithstanding the definition of such term in the Option Agreement) the vesting of the Option Grant shall accelerate and shall be deemed fully vested as of such Change in Control. For the avoidance of doubt, the vesting of the Option Grant shall not accelerate in the event of any termination of this Agreement, including upon a termination Without Cause or with Good Reason; provided, however, that if Executive is able to demonstrate that (i) he was terminated by the LIN Companies Without Cause in anticipation of a Change in Control and (ii) such anticipated Change in Control occurs, then Executive will be deemed for purposes of the Option Grant, to have remained employed through the consummation of the Change in Control, and the vesting of the Option Grant shall accelerate as described in the preceding sentence.
Incentive Equity. The Executive may from time to time be granted awards under and pursuant to the terms of the Plan or any other similar plan in effect from time to time. For any awards that include the grant or issuance of stock, the Company agrees that sufficient shares of stock will be available and validly issued.
Incentive Equity. On the Start Date, Executive will be granted incentive equity pursuant to the long term incentive equity program of the Company’s parent company, Study Island Holdings LLC (“Holdings”), on the terms and conditions set forth in Exhibit A.
Incentive Equity. (a) In connection with the exercise of options pursuant to any Premier equity incentive plan (“Options”), Premier shall acquire additional Class A Common Units from Premier LP (which Class A Common Units shall be contributed by Premier to the General Partner upon receipt). Premier shall exercise its rights under this Section 3.9.3
(a) by giving written notice to Premier LP and all Limited Partners. The notice shall specify the net number of shares of Class A Common Stock issued by Premier pursuant to exercise of the Options. Premier LP shall issue in turn the Class A Common Units to which Premier is entitled under this Section 3.9.3(a). The number of additional Class A Common Units that Premier shall be entitled to receive under this Section 3.9.3(a) shall be equal to the net number of shares of Class A Common Stock issued by Premier pursuant to the exercise of the Options. In consideration of the Class A Common Units issued by Premier LP to Premier under this Section 3.9.3(a), Premier shall contribute to Premier LP the net cash consideration, if any, received by Premier in exchange for the shares of Class A Common Stock issued pursuant to exercise of the Options.
(b) In connection with the grant of Class A Common Stock pursuant to a Premier equity incentive plan (including, without limitation, the issuance of restricted and non-restricted Class A Common Stock, the payment of bonuses in the form of Class A Common Stock, the issuance of Class A Common Stock in settlement of stock appreciation rights or otherwise), other than through the exercise of Options as contemplated in Section 3.9.3(a), Premier shall deliver a notice to Premier LP and all Limited Partners specifying the date on which shares of such Class A Common Stock are vested under applicable law (“Vested Premier Shares”). The notice shall specify the number of Vested Premier Shares. Premier LP shall (i) issue to Premier a number of Class A Common Units equal to the number of Vested Premier Shares (which Class A Common Units shall be contributed by Premier to the General Partner upon receipt), and (ii) if applicable and notwithstanding Section 5.2 hereof, make a special distribution to the General Partner in respect of such Class A Common Units in an amount equal to any dividends paid or payable by Premier in respect of such Vested Premier Shares that accrued prior to vesting. Premier shall contribute to Premier LP any cash consideration received by Premier in respect of such Vested Premier Shares...
Incentive Equity. Executive shall receive incentive equity in the Company as detailed in the attached Exhibit A.
Incentive Equity. The Company has adopted an incentive stock or equity award plan (the “Plan”) that is attached hereto as Exhibit E and which provides for awards of up to 1,630,000 shares of Common Stock. As of the Effective Date, 1,630,000 shares of Common Stock remain eligible for issuance under the Plan for future issuance (the “Reserved Shares”). The Company hereby agrees that prior to the closing of the IPO, the Company shall only issue “Options” (as defined in the Plan) under the Plan and that the exercise price per share for any Options issued prior to the final Closing shall not be less than the Per Share Purchase Price. Following the completion of the Offering, up to and including the date of an IPO, the Reserved Shares shall not represent in excess of fifteen percent (15%) of the number of fully diluted shares of Common Stock. The Plan will not be amended to increase the number of shares subject thereto until the Company becomes a Reporting Company or with the approval of the Required Buyers. By each Buyer’s execution and delivery of this Agreement, each Buyer hereby consents to the adoption by the Company of the Plan attached hereto as Exhibit E as of the date each Buyer acquires the Shares purchased by each such Buyer.
Incentive Equity. During the Period of Employment, Executive will be eligible to receive an annual grant of incentive equity awards pursuant to any plans or arrangements the Company may have in effect from time to time. The Compensation Committee of the Board will determine in its discretion the terms of any equity award in accordance with the terms of the Company’s applicable incentive plan or arrangement that may be in effect from time to time.
Incentive Equity. (a) Subject to an IPO and listing of the Company’s common stock on the NASDAQ Stock Market, the Company agrees to accelerate the vesting of all of Executives stock options granted to Executive prior to the IPO and listing of the Company’s common stock on the NASDAQ Stock Market and to grant additional options (the “Additional Options”) to Executive to purchase 76,628 shares of the Company’s common stock (such number being already adjusted for a 1.74 for 1 forward stock split) pursuant to, and in accordance with, the Lantern Pharma Inc. 2018 Equity Incentive Plan (the “Plan”). The exercise price of the Additional Options shall be the IPO price in the Company’s IPO with one third of the Additional Options granted vesting 180 days after the grant date of the Additional Options with the remaining amount of the Additional Options vesting in equal increments each month for an additional thirty months period commencing the 181st day after the grant date of the Additional Options.
(b) The Company shall also designate 100,000 shares of the Company’s common stock to be available and set aside in accordance with the Plan for potential future option grants or incentive equity awards to Executive based on milestones and other performance factors to be determined by the Board in its discretion from time to time.
(c) Executive recognizes that the exercise price of the options to be granted to Executive as described above shall be determined in accordance with the terms of the Plan at the time such applicable options are granted pursuant to the Plan. Executive further recognizes that shares issued to Executive upon exercise of any and all such options, shall be subject to the terms and provisions of the Company’s organizational documents, to the terms and provisions of the Plan and the related option grant documents, and to the terms and provisions of any existing voting agreements, investors’ rights agreements, right of first refusal and co-sale agreements and agreements of similar nature that may be in existence at the time any such options are exercised. Executive agrees to take all other actions and execute such further agreements or documents as may be requested by the Company in order to further evidence or reflect Executive’s agreement to be bound by such voting agreements, investors’ rights agreements, right of first refusal and co-sale agreements, and agreements of similar nature.
Incentive Equity. After beginning his employment, the Executive will have the right to participate in the stock option plan of the Company’s indirect parent, Archipelago Learning, Inc. (“ARCL”), with an initial grant of 125,000 stock options. The grant will vest over 4 years, with 25% of such options vesting on each anniversary of the date of issuance. The form, terms and provisions applicable to such options shall be as set forth in the applicable option agreement, any applicable grant notice and the 2009 Omnibus Incentive Plan of ARCL.
Incentive Equity. The Executive will have the right to participate in the Company’s incentive equity plan, as determined by the Board of Directors.
