Initial Equity Incentive Grant Clause Samples

Initial Equity Incentive Grant. Within a reasonable time after the closing date of the Mergers, Company shall cause to be granted to Employee an equity award under Company’s equity incentive plan (“Initial Equity Incentive Grant”), which award shall be with respect to 650,000 shares of Company’s common stock and subject to the terms and conditions (including vesting and forfeiture) of such equity incentive plan and the applicable award agreement, provided that such Initial Equity Incentive Grants shall vest, if it all, no later than the third anniversary of the Mergers. Notwithstanding the immediately preceding sentence, in the event that the total number of shares of Company’s common stock (i) subject to all Initial Equity Incentive Grants to all executives of Company and (ii) awarded to or held by other employees of the Company at or prior to the date the Mergers are consummated (such total number of shares, including, for the avoidance of doubt, the Merger Shares, the “Initial Sable Shares”) represents more than fifteen percent (15%) of the Basic Share Number, then the number of shares to be granted to Employee with respect to Employee’s Initial Equity Incentive Grant shall be reduced pro rata (based on the Employee’s share of the Initial Sable Shares, excluding, for purposes of this prorationing, the Merger Shares) such that the number of Initial Sable Shares equals fifteen percent (15%) of the Basic Share Number. “Merger Shares” means the shares of Company’s common stock issued to the equityholders of Sable Offshore Holdings LLC in connection with the Mergers. “Basic Share Number” means the aggregate number of shares of common stock of the surviving parent corporation resulting from the Mergers that is outstanding as of immediately following the Mergers and following the consummation of the transactions contemplated by the subscription agreements for the purchase of Company’s common stock, which subscription agreements were entered into at or prior to the date the Mergers are consummated, but excluding (i) the Initial Sable Shares and (ii) shares subject to warrants to acquire Company’s common stock, which warrants are outstanding as of the date the Mergers are consummated.