8x8 2015 Annual Report Download - page 94

Download and view the complete annual report

Please find page 94 of the 2015 8x8 annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 107

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107

4. Stock Awards .
A. Initial Equity Grants : Subject to approval by the Board of Directors, you will receive the following awards of stock-
based compensation,
with the number of shares subject to each award to be calculated by dividing the value of each award stated below based on 30 trading-
day average closing price of a share of the Company's Common Stock immediately prior to the grant date, and vesting commencing on
the your start date:
I. a nonstatutory stock option valued at $600,000 to purchase shares of Common Stock at an exercise price per share equal to
Market Value on the grant date, vesting as to one- fourth (1/4) of the shares subject to the option on the first anniversary of your
start date and as to one thirty-
sixth (1/36) of the remaining shares at the end of each consecutive month thereafter , subject to your
continued employment or other association with the Company;
II. RSUs for shares of Common Stock valued at $300,000 which vest at a rate of one-
fourth (1/4) of the shares after the 1st, 2nd, 3rd,
4th anniversary of your start date, subject to your continued employment or other association with the Company.
III. RSUs for shares of Common Stock valued at $150 ,000, which shares are subject to two vesting conditions: (A) none of such
RSUs shall vest unless and until the average of the Market Value of the Common Stock exceeds 150% of the Market Value on
grant date for at least one period of 30 consecutive trading-days during the four-year period following your start date; and (B) if
condition (A) is met, then 25% of such RSUs will vest on each consecutive anniversary of your start date, subject to your
continued employment or other association with the Company. If condition (A) is met prior to an annual vesting date in condition
(B), the unvested RSUs shall remain subject to the annual vesting requirement in condition (B). If condition (A) is not met within
the four-year period, none of such RSUs will ever vest;
IV. RSUs for shares of Common Stock ("TSR Performance Shares") valued at $150,000, which shares will vest subject to your
continued service and the performance of the price per share of the Common Stock relative to the NASDAQ Composite Index
("'IXIC) over the following three measurement periods:
A. 25% of the TSR Performance Shares can be earned between the grant date and June 30, 2016;
B. 5013776 % of the TSR Performance Shares can be earned between the grant date and June 30, 2017;
2