Initial Grant As soon as practicable after the effective date of this Agreement and subject to Board and all other required approvals, the Company shall grant to the Executive under the Company’s Amended and Restated 2003 Stock Incentive Plan (the “Plan”) a non-qualified stock option to purchase a number of shares of the common stock of the Company equal to 5.15% of the Company’s fully-diluted common stock (excluding the effects of any conversion of the (i) debt issued in connection with the Initial Financing, (ii) the investor convertible subordinated debt issued in January 2014 or (iii) any other convertible debt that is issued prior to the thirty-six (36) month anniversary of the Effective Date) with a per share exercise price equal to the fair market value of the Company’s common stock (as determined by the Board pursuant to the Plan) at the time of grant. The Initial Grant shall be granted pursuant to and governed by the terms of a stock option award agreement in a form provided by the Company at the time of grant; provided, however, that the form shall provide for cashless exercise of the option in an amount sufficient to satisfy the option exercise price. Provided the Executive remains continuously and actively employed with the Company through the applicable vesting date, the Initial Grant will be vested and exercisable with respect to (i) 10% of the underlying common stock as of the Effective Date, (ii) 25% of the underlying common stock on the first (1st) anniversary of the Effective Date, and (iii) the remaining shares of underlying common stock in substantially equal monthly installments over the 36-month period that commences on the first (1st) anniversary of the Effective Date. Notwithstanding the foregoing, the Initial Grant shall be fully vested and exercisable immediately prior to, but contingent upon, the occurrence of a Change in Control (as defined above), provided the Executive remains continuously and actively employed with the Company through the date of such Change in Control. Executive’s Initials & Date
Equity Grants Employer will recommend at the first meeting of the Board of Directors of Employer (the “Board”) following the Services Start Date that Employer grant Executive (i) 25,000 restricted stock units and (ii) an option to purchase 100,000 shares of the Employer’s Common Stock at a price per share equal to the fair market value per share of the Common Stock on the effective date of grant (which shall be established in accordance with the Board’s policies) (collectively, the “Initial Grants”). The restricted stock units will vest over three (3) years, with one-third of the restricted stock units vesting on each of the three anniversaries following the Services Start Date. One-third (33.34%) of the shares subject to the option shall vest on the one (1) year anniversary of the Services Start Date (the “Anniversary Date”), and the remaining shares shall vest monthly over the next 24 months in equal monthly amounts subject to Executive’s continuing employment with Employer. In addition, Employer will recommend at the first meeting of the Board following the Anniversary Date that Employer grant Executive an additional option to purchase 90,000 shares of the Employer’s Common Stock at a price per share equal to then fair market value per share of the Common Stock on the effective date of such grant (which shall be established in accordance with the Board’s policies) (such grant, the “Anniversary Grant” and, together with the Initial Grants, the “Grants”). The Anniversary Grant shall vest monthly over the 24 months following the Anniversary Date such that the Anniversary Grant shall be fully vested two (2) years following the Anniversary Date, subject to Executive’s continuing employment with Employer. The Grants shall be subject to the terms and conditions of Employer’s 2006 Equity Incentive Plan. Except as described herein, no right to any stock is earned or accrued until such time that vesting occurs, nor does the ▇▇▇▇▇ ▇▇▇▇▇▇ any right to continue vesting or employment.
Stock Grants You may receive stock awards under an equity incentive compensation plan of Tyson then in effect (if any), on terms and in amounts consistent with those provided to other employees in your Band, subject to the discretion of the senior management of Tyson.
Option Grants During the Employment Period, Executive shall be eligible to participate in the Instinet 2000 Stock Option Plan (as the same may be amended and in effect from time to time, the "2000 Option Plan") and any subsequent stock option plan maintained by the Company for its senior executives, subject to the review and approval of the Compensation Committee. The terms and conditions of all options to purchase shares of common stock granted to Executive under the 2000 Option Plan or under any prior or subsequent stock option plan maintained by the Company or its Affiliates (including any options granted to Executive prior to the Commencement Date) (collectively, the "Options"), including the grant, vesting, exercise, payment and all other terms of such Options, shall be governed by the terms of the stock option plan under which such Options were granted, as such plan or plans may be amended and in effect from time to time.
Equity Awards You will be eligible to receive awards of stock options or other equity awards pursuant to any plans or arrangements the Company may have in effect from time to time. The Board or Committee, as applicable, will determine in its sole discretion whether you will be granted any such equity awards and the terms of any such award in accordance with the terms of any applicable plan or arrangement that may be in effect from time to time.