—] Shares K2M Group Holdings, Inc. Common Stock PURCHASE AGREEMENTPurchase Agreement • January 28th, 2015 • K2m Group Holdings, Inc. • Surgical & medical instruments & apparatus • New York
K2M Group Holdings, Inc., a Delaware corporation (the “Company”), and the stockholders of the Company listed in Schedule I hereto (the “Selling Stockholders”) severally propose to sell to the several Underwriters named in Schedule II hereto (the “Underwriters”) an aggregate of [—] shares (the “Firm Shares”) of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company. The Firm Shares consist of [—] authorized but unissued shares of Common Stock to be issued and sold by the Company and [—] outstanding shares of Common Stock to be sold by the Selling Stockholders. Certain of the Selling Stockholders have also granted to the several Underwriters an option to purchase up to [—] additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Purchase Agreement are herein collectively called the “Securities.”
K2M Group Holdings, Inc. Stock Option Award AgreementStock Option Award Agreement • January 28th, 2015 • K2m Group Holdings, Inc. • Surgical & medical instruments & apparatus • Virginia
THIS AWARD AGREEMENT, effective the Grant Date specified below, represents the grant of a nonqualified (“Option”) by K2M Group Holdings, Inc. (the “Company”), to the Participant named below, pursuant to the provisions of the K2M Group Holdings, Inc. 2010 Equity Award Plan (the “Plan”).
K2M, Inc. Incentive Stock Option Agreement under the Amended and Restated 2006 Stock Option and Grant Plan and Stock Restriction AgreementIncentive Stock Option Agreement • January 28th, 2015 • K2m Group Holdings, Inc. • Surgical & medical instruments & apparatus • Delaware
Pursuant to the K2M, Inc. Amended and Restated 2006 Stock Option and Grant Plan (the “Plan”), K2M, Inc., a Delaware corporation (together with all successors thereto, the “Company”), hereby grants to the Optionee, who is an employee of the Company or any of its Subsidiaries, an option (the “Stock Option”) to purchase on or prior to the Expiration Date, or such earlier date as is specified herein, all or any part of the number of shares of Common Stock, par value $0.01 per share (“Common Stock”), of the Company indicated above (the “Option Shares”) at the Option Exercise Price per share, subject to the terms and conditions set forth in this Incentive Stock Option Agreement (this “Agreement”) and in the Plan. This Stock Option is intended to qualify as an “incentive stock option” as defined in Section 422(b) of the Internal Revenue Code of 1986, as amended from time to time (the “Code”). To the extent that any portion of the Stock Option does not so qualify, it shall be deemed a non-qual
