Transaction Details

Footnotes

This option was granted on July 16, 2025 (the "Grant Date"). The shares underlying the option are scheduled to vest over three years, with 50% of the shares underlying the grant vesting 18 months after the Grant Date and with the balance of the shares underlying the grant vesting in equal quarterly installments thereafter; provided that such option shall not be exercisable unless and until (i) the average closing price of the common stock on the Nasdaq Global Select Market over a 20 consecutive trading day period equals or exceeds $20.00 per share at any time during the three-year period following the Grant Date (the "Performance Period") or (ii) a Change in Control (as defined in the Issuer's Amended and Restated Executive Severance and Change in Control Benefits Plan) is consummated during the Performance Period pursuant to which a third party acquires the common stock for a price per share that the Board of Directors of the Issuer determines equals or exceeds $20.00 per share.