24 Incentive Plans We sponsor the Amended and Restated 2013 Employee, Director and Consultant Equity Incentive Plan, or the Incentive Plan. The Incentive Plan was amended and restated as of June 15, 2015 to, among other things, (i) increase the number of shares of our common stock authorized under the plan, (ii) comply with the requirements imposed by Section 162(m) of the Code, and (iii) provide an increase in the number of shares of our common stock available for issuance under the Incentive Plan’s “evergreen” provision. Under the Incentive Plan, the Company initially reserved a total of 17,252 shares of common stock of the Company for issuance pursuant to awards. The Incentive Plan included an “evergreen” provision whereby the number of shares reserved for issuance under the Incentive Plan would automatically increase on January 1st of each year, starting on January 1, 2016 and continuing through January 2, 2023, by the lesser of (i) 4,518 shares of common stock; (ii) 5% of the number of outstanding shares of common stock on such date; or (iii) an amount determined by the Board (the “Original Evergreen Provision”). As a result of the Original Evergreen Provision, effective January 1, 2017, 3,712 shares of common stock were added to the total number of shares of common stock reserved for issuance under the Incentive Plan, and effective January 1, 2018, 4,518 shares of common stock were added to the total number of shares of common stock reserved for issuance under the Incentive Plan. At the 2018 annual meeting of stockholders held on June 5, 2018, the Company’s stockholders approved amendments to the Incentive Plan to (i) increase the number of shares of common stock authorized to be issued as awards under the Incentive Plan by 37,018 to a total of 62,500 shares and (ii) modify the Original Evergreen Provision by removing the cap on the number of shares that may be reserved for issuance as awards under the Incentive Plan, so that on January 1st of each year, commencing on January 1, 2019, the number of shares reserved for issuance under the Incentive Plan would automatically increase by 5% of the number of outstanding shares of common stock on such date (the “Revised Evergreen Provision”). Pursuant to the Revised Evergreen Provision, on January 1, 2019, 12,331 shares of common stock were added to the total number of shares of common stock reserved for issuance as awards under the Incentive Plan, so that 74,831 shares of common stock were available for issuance pursuant to awards under the Incentive Plan. Effective as of March 11, 2019, the Board further amended the Incentive Plan to remove the annual share award limit in any fiscal year, which was previously a requirement to avoid certain negative tax consequences to the Company on compensation paid to certain individuals in excess of $1,000,000 that constituted qualified performance-based compensation under Section 162(m) of the Internal Revenue Code of 1986, as amended (the “Code”). At the 2019 annual meeting of stockholders held on September 6, 2019, the Company’s stockholders approved the amendment to the Incentive Plan to increase the total number of shares of common stock authorized for issuance under such plan from 74,831 to 203,000 shares. The Board had determined that, if the amendment were approved, for the 2020 calendar year, no additional shares will be reserved pursuant to the Revised Evergreen Provision. Pursuant to the Revised Evergreen Provision, on January 1, 2021, 90,262 shares of common stock were added to the total number of shares of common stock reserved for issuance. As of December 31, 2021, the Incentive Plan provided for the grant of up to 293,262 shares of our common stock, of which 93,481 shares remained available for future grant. Pursuant to the Revised Evergreen Provision, on January 1, 2022, 161,101 shares of common stock were added to the total number of shares of common stock reserved for issuance. As of April 18, 2022, 165,962 shares were available for future issuance. The Incentive Plan will expire by its terms ten (10) years from the earlier of the date of its adoption by our Board and its approval by our stockholders. Amended and Restated 2013 Employee, Director and Consultant Equity Incentive Plan Purpose. The purpose of the Incentive Plan is to provide an incentive for certain key employees, consultants, and directors of the Company and its affiliates to remain in the service of the Company or its affiliates, to extend to them the opportunity to acquire a proprietary interest in the Company so that they will apply their best efforts for the benefit of the Company and its affiliates, and to aid the Company in attracting able persons to enter the service of the Company and its affiliates. The Incentive Plan authorizes the issuance of stock grants (including “restricted stock”), stock options (including “incentive stock options” and “non-qualified stock options”), and grants of equity awards or other equity-based awards (including “restricted stock units” and “stock appreciation rights”). Effective Date and Expiration. The Incentive Plan was adopted by the Board of Directors on June 10, 2015 and approved by the Company’s stockholders on June 12, 2015. The Incentive Plan will terminate on June 10, 2025. The Incentive Plan may be terminated at an earlier date by vote of the stockholders of the Company or the Board of Directors; provided, however, that any such earlier termination shall not affect any awards issued prior to the effective date of such termination. No award may be made under the Incentive Plan after its termination date, but awards made prior thereto may extend beyond that date.
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