Common use of Initial Equity Awards Clause in Contracts

Initial Equity Awards. The Company will grant the Executive an award of Company stock units, with the total number of stock units awarded equal to Four Million One Hundred and Fifty Thousand Dollars ($4,150,000) divided by the average of the closing price for a share of the Company’s common stock (in regular trading) on The Nasdaq Stock Market over the thirty consecutive trading days ending with the last trading day for which such closing price is known prior to the Employment Commencement Date (the “Award”). Two Million One Hundred Thousand Dollars ($2,100,000) in value of the Award (as converted to a number of stock units pursuant to the first paragraph of this Section 3.4) shall be in the form of time-based vesting stock units (“RSUs”) and shall be evidenced by, and subject to the terms and conditions of, the form of Restricted Stock Unit Award document the Company has provided to the Executive (the “RSU Award Agreement”) and shall vest based on the following schedule: (i) one-third (1/3) of the RSUs shall vest on November 1, 2024, (ii) one-third (1/3) of the RSUs shall vest on November 1, 2025, and (iii) one-third (1/3) of the RSUs shall vest on November 1, 2026; provided that vesting is subject in each case to the Executive’s continued employment with the Company through the respective vesting date. If any such date is not a trading date, the RSUs scheduled to vest on such date shall vest on the first trading date thereafter. The RSUs will be awarded to the Executive not later than the first business day of the month following the Employment Commencement Date. All other terms set forth in the RSU Award Agreement shall apply to the RSUs. One Million Fifty Thousand Dollars ($1,050,000) in value of the Award (as converted to a number of stock units pursuant to the first paragraph of this Section 3.4, hereinafter the “First PSU Grant”) will be the target number of performance-based stock units (“PSUs”) and cover the Company’s performance in fiscal 2024 through fiscal 2026 under the Company’s FY24 PSU Plan, subject to the terms and conditions of the Company’s form of Performance-Based Stock Unit Award document the Company has provided to the Executive (the “PSU Award Agreement”). The First PSU Xxxxx will be awarded to the Executive not later than the first business day of the month following the Employment Commencement Date. All other terms set forth in the PSU Award Agreement shall apply to the PSUs. One Million Dollars ($1,000,000) in value of the Award (as converted to a number of stock units pursuant to the first paragraph of this Section 3.4, hereinafter the “Second PSU Grant”) will be the target number of performance-based stock units (“Relative TSR PSUs”) vesting based on the Company’s relative total stockholder return over a three-year period beginning on the Employment Commencement Date, subject to the terms and conditions of the Company’s form of TSR Performance-Based Stock Unit Award document the Company has provided to the Executive (the “Relative TSR PSU Award Agreement”). The Second PSU Xxxxx will be awarded to the Executive not later than the first business day of the month following the Employment Commencement Date. All other terms set forth in the Relative TSR PSU Award Agreement shall apply to the Relative TSR PSUs.

Initial Equity Awards. The Company will grant the Executive an award of Company stock unitsunits (the “Award”), with the total number of stock units awarded equal to Four One-Million One Nine-Hundred and Fifty Thousand Dollars ($4,150,0001,900,000) divided by the volume-weighted average of the closing price prices for a share of the Company’s common stock (in regular trading) on The Nasdaq Stock Market over the thirty consecutive trading days ending with the last trading day for which such closing price is known prior to before the Employment Commencement Date Company grants the executive the award (the “Award”, and the date the Company grants the Award to the Executive, the “Grant Date”). Two Million One Hundred Thousand Dollars ($2,100,000) in value Half of the stock units awarded pursuant to the Award (as converted to a number of stock units pursuant with any fraction rounded down to the first paragraph of this Section 3.4nearest whole unit) shall will be in the form of time-based vesting stock units (“RSUs”) and shall which will be evidenced by, by and subject to the terms and conditions of, of the Company’s form of Restricted Stock Unit Award document Certificate used for fiscal 2024 executive officer awards in the Company has provided to United States (except that the Executive (the “RSU Award Agreement”) and vesting schedule for such award shall vest based on the following schedule: (i) be one-third (1/3) of the RSUs shall such stock units scheduled to vest on November 1, 2024, (ii) the first anniversary of the Effective Date and an additional one-third twelfth (1/31/12) of the RSUs shall such stock units scheduled to vest on November 1the first trading date of each calendar quarter thereafter for the following eight consecutive calendar quarters until such time-based award is vested, 2025, and (iii) one-third (1/3) of the RSUs shall vest on November 1, 2026; provided that vesting is subject in each case to the Executive’s continued employment with the Company through the respective vesting date). If any such date is not a trading date, the RSUs scheduled to vest on such date shall vest on the first trading date thereafter. The RSUs Such time-based vesting stock units will be awarded to on or promptly following the Executive not later than the first business day Effective Date. Half of the month following the Employment Commencement Date. All other terms set forth in the RSU Award Agreement shall apply stock units awarded pursuant to the RSUs. One Million Fifty Thousand Dollars ($1,050,000) in value of the Award (as converted to a number of stock units pursuant with any fraction rounded up to the first paragraph of this Section 3.4, hereinafter the “First PSU Grant”nearest whole unit) will be the target “target” number of performance-based vesting stock units (“PSUs”) and cover the Company’s performance in fiscal 2024 through fiscal 2026 under the Company’s FY24 PSU Plan, subject to the terms and conditions of the Company’s form forms of Performance-Based Performance Stock Unit Award document Certificates used for fiscal 2024 executive officer awards in the Company has provided to the Executive United States (with half of the “PSU Award Agreement”). The First PSU Xxxxx will be awarded to the Executive not later than the first business day of the month following the Employment Commencement Date. All other terms set forth in the PSU Award Agreement shall apply to the PSUs. One Million Dollars ($1,000,000) in value of the Award (as converted to a number of stock units pursuant to the first paragraph of this Section 3.4, hereinafter the “Second PSU Grant”) will be the target target” number of performance-based vesting stock units subject to the financial measure form of Performance Stock Unit Award Certificate (“Financial Measure PSUs”) and half of the “target” number of performance-based vesting stock units subject to the TSR form of Performance Stock Unit Award Certificate (“Relative TSR PSUs”)); provided that the Board (or a committee thereof) will consider in good faith the appliable performance-based vesting goals to be used in granting the Financial Measure PSUs. The Relative TSR PSUs will be awarded on or promptly following the Effective Date. The Financial Measure PSUs will be awarded after the Effective Date and at the same time that similar financial measure performance-based on vesting stock units are awarded by the Company to the CEO. All such awards will be structured to satisfy the “inducement grant” exception under applicable listing rules and, accordingly, they will not be granted under the Company’s relative total stockholder return over a three2017 Long-year period beginning on Term Equity Incentive Plan, as amended and restated, but they will have the Employment Commencement Date, subject to the same terms and conditions as though they were awarded under such plan (and the applicable forms of the Company’s form of TSR Performance-Based Stock Unit Award document the Company has provided to the Executive (the “Relative TSR PSU Award Agreement”). The Second PSU Xxxxx award certificates, referenced above, will be awarded to the Executive not later than the first business day of the month following the Employment Commencement Date. All other terms set forth in the Relative TSR PSU Award Agreement shall apply to the Relative TSR PSUsupdated accordingly).

Initial Equity Awards. The Company will grant the Executive an award of Company stock units, with the total number of stock units awarded equal to Four Five Million One Hundred and Fifty Thousand Dollars ($4,150,0005,000,000) divided by the average of the closing price prices for a share of the Company’s common stock (in regular trading) on The Nasdaq Stock Market over the thirty consecutive trading days ending with the last trading day for which such closing price is known prior to before the Employment Commencement Date Company’s public disclosure of its entry into this Agreement with the Executive (the “Award”). Two Million One Hundred Thousand Dollars ($2,100,000) in value Half of the stock units awarded pursuant to the Award (as converted to a number of stock units pursuant with any fraction rounded down to the first paragraph of this Section 3.4nearest whole unit) shall will be in the form of time-based vesting stock units (“RSUs”) and shall which will be evidenced by, by and subject to the terms and conditions of, of the Company’s form of Restricted Stock Unit Award document Certificate used for fiscal 2024 executive officer awards in the Company has provided United States (except that the vesting schedule for such award shall be one-twelfth (1/12) of such stock units scheduled to the Executive (the “RSU Award Agreement”) vest on October 1, 2023 and shall vest based on the first trading date of each calendar quarter thereafter for the following schedule: (i) oneeleven consecutive calendar quarters until such time-third (1/3) of the RSUs shall vest on November 1based award is vested, 2024, (ii) one-third (1/3) of the RSUs shall vest on November 1, 2025, and (iii) one-third (1/3) of the RSUs shall vest on November 1, 2026; provided that vesting is subject in each case to the Executive’s continued employment with the Company through the respective vesting date). If any such date is not a trading date, the RSUs scheduled to vest on such date shall vest on the first trading date thereafter. The RSUs Such time based vesting stock units will be awarded to on or promptly following the Executive not later than the first business day Effective Date. Half of the month following the Employment Commencement Date. All other terms set forth in the RSU Award Agreement shall apply stock units awarded pursuant to the RSUs. One Million Fifty Thousand Dollars ($1,050,000) in value of the Award (as converted to a number of stock units pursuant with any fraction rounded up to the first paragraph of this Section 3.4, hereinafter the “First PSU Grant”nearest whole unit) will be the target “target” number of performance-based vesting stock units (“PSUs”) and cover the Company’s performance in fiscal 2024 through fiscal 2026 under the Company’s FY24 PSU Plan, subject to the terms and conditions of the Company’s form forms of Performance-Based Performance Stock Unit Award document Certificates used for fiscal 2024 executive officer awards in the Company has provided to the Executive United States (with approximately half of the “PSU Award Agreement”). The First PSU Xxxxx will be awarded to the Executive not later than the first business day of the month following the Employment Commencement Date. All other terms set forth in the PSU Award Agreement shall apply to the PSUs. One Million Dollars ($1,000,000) in value of the Award (as converted to a number of stock units pursuant to the first paragraph of this Section 3.4, hereinafter the “Second PSU Grant”) will be the target target” number of performance-based vesting stock units subject to the financial measure form of Performance Stock Unit Award Certificate (“Financial Measure PSUs”) and approximately half of the “target” number of performance-based vesting stock units subject to the TSR form of Performance Stock Unit Award Certificate (“Relative TSR PSUs”)); provided that the Board (or a committee thereof) will consider in good faith the appliable performance-based vesting based goals to be used in granting the Financial Measure PSUs. The Relative TSR PSUs will be awarded on or promptly following the Effective Date. The Financial Measure PSUs will be awarded after the Effective Date, reasonably promptly following the Board’s assessment of the business plan with the Executive. All such awards will be structured to satisfy the “inducement grant” exception under applicable listing rules and, accordingly, they will not be granted under the Company’s relative total stockholder return over a three2017 Long-year period beginning on Term Equity Incentive Plan, as amended and restated, but they will have the Employment Commencement Date, subject to the same terms and conditions as though they were awarded under such plan (and the applicable forms of the Company’s form of TSR Performance-Based Stock Unit Award document the Company has provided to the Executive (the “Relative TSR PSU Award Agreement”). The Second PSU Xxxxx award certificates, referenced above, will be awarded to the Executive not later than the first business day of the month following the Employment Commencement Date. All other terms set forth in the Relative TSR PSU Award Agreement shall apply to the Relative TSR PSUsupdated accordingly).

Initial Equity Awards. The Company will grant the Executive an award of Company stock units, with the total number of stock units awarded equal to Four Six Million One Hundred and Fifty Thousand Dollars ($4,150,0006,000,000) divided by the volume-weighted average of the closing price prices for a share of the Company’s common stock (in regular trading) on The Nasdaq Stock Market over the thirty consecutive trading days ending with the last trading day for which such closing price is known prior to before the Employment Commencement Date Company’s public disclosure of its entry into this Agreement with the Executive (the “Award”). Two Million One Hundred Thousand Dollars ($2,100,000) in value Half of the stock units awarded pursuant to the Award (as converted to a number of stock units pursuant with any fraction rounded down to the first paragraph of this Section 3.4nearest whole unit) shall will be in the form of time-based vesting stock units (“RSUs”) and shall which will be evidenced by, by and subject to the terms and conditions of, of the Company’s form of Restricted Stock Unit Award document Certificate used for fiscal 2024 executive officer awards in the Company has provided to United States (except that the Executive (the “RSU Award Agreement”) and vesting schedule for such award shall vest based on the following schedule: (i) be one-third (1/333.3%) of the RSUs shall such stock units scheduled to vest on November 1, 2024, (ii) one-third (1/3) of the RSUs shall vest on November July 1, 2025, and on the first trading date of each calendar quarter thereafter for the following eight (iii) one8) consecutive calendar quarters until such time-third (1/3) of the RSUs shall vest on November 1based award is vested, 2026; provided that vesting is subject in each case to the Executive’s continued employment with the Company through the respective vesting date). If any such date is not a trading date, the RSUs scheduled to vest on such date shall vest on the first trading date thereafter. The RSUs Such time based vesting stock units will be awarded to on or promptly following the Executive not later than the first business day Effective Date. Half of the month following the Employment Commencement Date. All other terms set forth in the RSU Award Agreement shall apply stock units awarded pursuant to the RSUs. One Million Fifty Thousand Dollars ($1,050,000) in value of the Award (as converted to a number of stock units pursuant with any fraction rounded up to the first paragraph of this Section 3.4, hereinafter the “First PSU Grant”nearest whole unit) will be the target “target” number of performance-based vesting stock units (“PSUs”) and cover the Company’s performance in fiscal 2024 through fiscal 2026 under the Company’s FY24 PSU Plan, subject to the terms and conditions of the Company’s form forms of Performance-Based Performance Stock Unit Award document Certificates used for fiscal 2025 executive officer awards in the Company has provided to the Executive United States (with approximately half of the “PSU Award Agreement”). The First PSU Xxxxx will be awarded to the Executive not later than the first business day of the month following the Employment Commencement Date. All other terms set forth in the PSU Award Agreement shall apply to the PSUs. One Million Dollars ($1,000,000) in value of the Award (as converted to a number of stock units pursuant to the first paragraph of this Section 3.4, hereinafter the “Second PSU Grant”) will be the target target” number of performance-based vesting stock units subject to the financial measure form of Performance Stock Unit Award Certificate (“Financial Measure PSUs”) and approximately half of the “target” number of performance-based vesting stock units subject to the TSR form of Performance Stock Unit Award Certificate (“Relative TSR PSUs”)); provided that the Board (or a committee thereof) will consider in good faith the appliable performance-based vesting based goals to be used in granting the Financial Measure PSUs. The Relative TSR PSUs will be awarded on or promptly following the Effective Date. The Financial Measure PSUs will be awarded after the Effective Date, reasonably promptly following the Board’s assessment of the business plan with the Executive. All such awards will be structured to satisfy the “inducement grant” exception under applicable listing rules and, accordingly, they will not be granted under the Company’s relative total stockholder return over a three2017 Long-year period beginning on Term Equity Incentive Plan, as amended and restated, but they will have the Employment Commencement Date, subject to the same terms and conditions as though they were awarded under such plan (and the applicable forms of the Company’s form of TSR Performance-Based Stock Unit Award document the Company has provided to the Executive (the “Relative TSR PSU Award Agreement”). The Second PSU Xxxxx award certificates, referenced above, will be awarded to the Executive not later than the first business day of the month following the Employment Commencement Date. All other terms set forth in the Relative TSR PSU Award Agreement shall apply to the Relative TSR PSUsupdated accordingly).