Chegg 2013 Annual Report Download - page 35

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(8) 33% of the option vests on November 12, 2014 and 1/24th vests monthly thereafter, subject to acceleration
as described in “—Termination or Change in Control Arrangements” below.
(9) Over the first 12-month period following the grant date, a total of 49,116 shares subject to the RSUs will
vest in equal monthly installments. Over the second 12-month period following the grant date, a total of
15,636 shares subject to the RSUs will vest in equal monthly installments. Over the third 12-month period
following the grant date, a total of 13,188 shares subject to the RSUs will vest in equal monthly
installments. The vesting is subject to acceleration as described in “—Termination or Change in Control
Arrangements” below.
(10) These RSUs vest upon the satisfaction of both a time-based service component and a performance
condition. As of December 31, 2013, 60% of the time-based service component for these RSUs were
satisfied. Thereafter, an additional 20% will be satisfied on April 3, 2014 and October 3, 2014,
respectively. The performance condition was satisfied on March 15, 2014.
(11) 25% of the option vested on October 3, 2012 and 1/48th vests monthly thereafter, subject to acceleration as
described in “—Termination or Change in Control Arrangements” below.
(12) On the grant date, 32,152 shares subject to the option were vested and immediately exercisable. Over the
first 12-month period following the grant date, a total of 28,788 shares subject to the option will vest in
equal monthly installments. Over the second 12-month period following the grant date, a total of 14,856
shares subject to the option will vest in equal monthly installments. Over the third 12-month period
following the grant date, a total of 1,292 shares subject to the option will vest in equal monthly
installments. The vesting is subject to acceleration as described in “—Termination or Change in Control
Arrangements” below.
(13) Over the first 12-month period following the grant date, a total of 13,068 shares subject to the RSUs will
vest in equal monthly installments. Over the second 12-month period following the grant date, a total of
6,744 shares subject to the RSUs will vest in equal monthly installments. Over the third 12-month period
following the grant date, a total of 575 shares subject to the RSUs will vest in equal monthly installments.
The vesting is subject to acceleration as described in “—Termination or Change in Control Arrangements”
below.
(14) On the grant date, 67,892 shares subject to the option were vested and immediately exercisable. Over the
first 12-month period following the grant date, a total of 2,568 shares subject to the option will vest in
equal monthly installments. Over the second 12-month period following the grant date, a total of 2,568
shares subject to the option will vest in equal monthly installments. Over the third 12-month period, a total
of 2,563 shares subject to the option will vest in equal monthly installments. The vesting is subject to
acceleration as described in “—Termination or Change in Control Arrangements” below.
(15) Over the first 12-month period following the grant date, a total of 1,992 shares subject to the RSUs will
vest in equal monthly installments. Over the second 12-month period following the grant date, a total of
2,016 shares subject to the RSUs will vest in equal monthly installments. Over the third 12-month period
following the grant date, a total of 2,015 shares subject to the RSUs will vest in equal monthly
installments. The vesting subject to acceleration as described in “—Termination or Change in Control
Arrangements” below.
Employment, Severance and Change of Control Arrangements
Pursuant to the offer letters we entered into with Messrs. Rosensweig, Brown and Geiger, we have agreed to
make certain payments upon their termination or resignation, or a change in control of our company.
Dan Rosensweig
We entered into an offer letter agreement with Mr. Rosensweig, our President and Chief Executive Officer,
on December 3, 2009. The offer letter provides for at-will employment and has no specific term. Pursuant to
Mr. Rosensweig’s offer letter, in the event we terminate Mr. Rosensweig’s employment without “cause” or he
resigns from his employment with us for “good reason,” then we will pay Mr. Rosensweig a lump sum payment
equal to 12 months of his then-current annual salary and his monthly insurance premiums, until the earlier of
12 months following his termination or resignation or the date upon which he commences full-time employment
29