ARQL ArQule Inc

On April 4, 2017, the Compensation, Nominating and Governance Committee (the “Committee”) approved a new stock-based incentive and retention program for certain senior executives. This new program replaces a program previously established by the Committee related to tivantinib performance goals that expired in March of this year.

Under the new program, the Compensation Committee granted participating executives performance-based options (the “Performance-based Options”) at an exercise price of $0.95 per share. Mr. Pucci (Chief Executive Officer), Mr. Lawrence (President and Chief Operating Officer), Dr. Schwartz (Chief Medical Officer) and Mr. Weiskopf (Chief Financial Officer) have the opportunity to earn options covering up to 600,000, 300,000, 260,000 and 160,000 shares of common stock, respectively, under this plan, and another executive has the opportunity to earn a total of 110,000 shares. In addition to time-based vesting, the options only will vest and become exercisable if specified performance conditions are satisfied. All of the Performance-based Options have vesting conditions linked to the Company’s product candidate development pipeline, with the percentage option vesting ranging from 25% to 100% depending upon the level of the Company’s clinical success. In addition, the option grants to Messrs. Pucci and Lawrence are subject to an additional condition tied to stock price. If the applicable performance conditions are not satisfied within 36 months, the options will terminate.

In addition to the Performance-based Option grants, the Committee amended the employment agreements for each of Messrs. Pucci and Lawrence and Dr. Schwartz to extend the respective expiration dates until April 4, 2020.