(i) a change of effective control of the Company, (ii) the filing of the first Biologics License Application or other application for product approval in any jurisdiction, (iii) completion of any randomized clinical trial that meets its endpoint(s) (Phase II or Phase III), (iv) a decision by the Board, in its discretion or (v) the death of the recipient.
(4)
On August 31, 2018, we granted 2,967,065 stock options to Dr. Boynton. The options are exercisable at a price of $0.23 per share, and have a 10-year exercise period. The vesting terms are the same as for the options granted on May 28, 2018.
(5)
On May 28, 2018, we granted 24,500,000 stock options to Mr. Goldman. The options are exercisable at a price of $0.23 per share, and have a 10-year exercise period. 50% of the options vested on the grant date, and 50% have been vesting over a 24-month period in equal monthly installments, provided that the recipient continues to be employed by the Company, subject to acceleration upon the occurrence of certain achievement milestones. During the year ended December 31, 2018, a performance milestone was achieved and the Company accelerated vesting on 6,125,000 of the stock options granted to Mr. Goldman. The remaining unvested portions of the options are subject to accelerated vesting upon (i) a change of effective control of the Company, (ii) the filing of the first Biologics License Application or other application for product approval in any jurisdiction, (iii) completion of any randomized clinical trial that meets its endpoint(s) (Phase II or Phase III), (iv) a decision by the Board, in its discretion or (v) the death of the recipient.
(6)
The options were granted under the 2007 Stock Option Plan. 1,250 options vested each month until May 31, 2013. In addition, 6,250 options vest upon each of Swiss Approval, full Enrollment in Phase II Glioblastoma Multiforme clinical study and FDA approval of NDA.
(7)
The options were granted under the 2007 Stock Option Plan. This option grant vested over the balance of 2009 with 7,813 options vesting on the grant date and the remainder of the options vesting on December 31, 2009.
(8)
On June 13, 2017, we awarded 7,940,182 options to Dr. Bosch under the 2007 Stock Plan. The options are exercisable at a price of $0.25 per share, and have a 5-year exercise period. 50% of the options vested on the grant date, and 50% vested over a 24-month period in equal monthly installments. On January 14, 2018, we extended the term of the options from 5-year to 10-year.
(9)
On December 9, 2019, we granted 3,000,000 stock options to Ms. Davis pursuant to her employment agreement. The options are exercisable at a price of $0.22 per share, and have a 10-year exercise period. 1,750,000 stock options are vesting on a pro-rata monthly basis over the first 36 months of employment, and 1,250,000 stock options will vest based upon performance-based milestones.
Employment Agreements
The Company entered into employment agreements with each of Ms. Powers, Dr. Boynton, Mr. Goldman and Dr. Bosch in 2011 and with Ms. Davis in 2019. The 2011 agreements have expired and the Company intends to enter into new employment agreements with such executives. Pursuant to Ms. Davis’s employment agreement, which became effective December 9, 2019, she was appointed Chief Financial Officer, Chief Accounting Officer and Interim Chief Information Officer of the Company. The agreement provides that she will earn a salary of $265,000 per year, payable in accordance with the Company’s standard payroll practices. The compensation package also includes the right to receive an award of 1,750,000 stock options that vest on a pro-rata monthly basis over the first 36 months of employment and 1,750,000 stock options that will vest based on the achievement of performance-based milestones mutually agreed by the Company and Ms. Davis. As of the filing date of this proxy statement, the Company has not yet granted to Ms. Davis 500,000 of the 1,750,000 performance-based stock options because management has yet to assign the relevant performance metrics to such stock options. None of the named executive officers is entitled to severance payments or other benefits upon the termination of employment or following a change of control of the Company except for the accelerated vesting of outstanding equity awards described in the footnotes to the Outstanding Equity Awards at Fiscal Year-End table above for Ms. Powers, Dr. Boynton and Mr. Goldman.