TRIVASCULAR TECHNOLOGIES, INC. [ ] Shares of Common Stock, par value $0.01 per share Underwriting AgreementTriVascular Technologies, Inc. • April 3rd, 2014 • Surgical & medical instruments & apparatus • New York
TriVascular Technologies, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [ ] shares of common stock, par value $0.01 per share (“Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional [ ] shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
Form of Non-Employee Vesting Acceleration Addendum TriVascular Technologies, Inc. (formerly known as TV2 Holding Company)Option Agreement • April 3rd, 2014 • TriVascular Technologies, Inc. • Surgical & medical instruments & apparatus
This Option Agreement Addendum (“Addendum”) is entered into by and between (“You”) and TV2 Holding Company (“TV2 Holding”). This Addendum alters the terms and conditions of the stock option to purchase shares of TV2 Holding common stock granted to you on , 20 under the TV2 Holding’s 2008 Equity Incentive Plan (your “Initial Option”) in order to provide for acceleration of vesting in the event of a Change of Control (as defined below).
