2017 Equity Incentive Plan
Our Board adopted the 2017 Equity Incentive Plan (the 2017 Plan) on September 22, 2017, and our stockholders approved the
2017 Plan on October 20, 2017. The 2017 Plan provided for our ability to grant eligible participants equity and equity-based awards in the form of incentive and nonstatutory stock options, stock appreciation rights, restricted stock, RSUs and
other stock-based awards. Effective as of September 1, 2021, the 2021 Omnibus Incentive Plan was adopted by our Board and the 2017 Plan was terminated such that no new awards will be available under the 2017 Plan. The 2017 Plan continues to
govern the terms and conditions of outstanding awards previously granted under the 2017 Plan.
As of December 31, 2022, awards
outstanding under the 2017 Plan consisted of stock options to purchase an aggregate of 9,153,110 shares of our common stock and no other form of awards were outstanding under the 2017 Plan.
2021 Omnibus Incentive Plan
Our
Board adopted the 2021 Omnibus Incentive Plan (the 2021 Plan), and our stockholders approved the 2021 Plan on September 1, 2021. The 2021 Plan provided for the Companys ability to grant eligible participants equity and
equity-based awards in the form of incentive and nonstatutory stock options, stock appreciation rights, restricted stock, RSUs and other stock-based awards. The initial aggregate number of shares of our common stock that could be issued under the
2021 Plan was 21,300,000 shares, plus any shares of our common stock subject to stock options that were assumed in the de-SPAC business combination. In addition, the number of shares available for issuance
under the 2021 Plan will be annually increased on January 1 of each calendar year beginning in 2022 by an amount equal to 5% of the total outstanding shares of our common stock on the last day of the prior calendar year. The maximum number of
shares of our common stock with respect to which incentive stock options may be granted under the 2021 Plan is 21,300,000 shares, and will not be subject to the annual adjustment provision described above.
As of December 31, 2022, awards outstanding under the 2021 Plan consisted of stock options covering an aggregate of 9,501,566 shares,
3,084,379 of restricted stock units and an additional 1,146,159 of earn-outs of our common stock. No other form of awards were outstanding under the 2021 Plan.
Employee Stock Purchase Plan
Our
Board adopted the Employee Stock Purchase Plan (the ESPP), and our stockholders approved the ESPP on September 1, 2021. The purpose of the ESPP is to provide eligible employees with an opportunity to increase their proprietary
interest in the success of the Company by purchasing our common stock on favorable terms and to pay for such purchases through payroll deductions. The ESPP is administered by the compensation committee and a total of 425,100 shares of our common
stock was initially reserved for issuance under the ESPP. The ESPP has been implemented using consecutive six-month option periods, beginning on January 1st and July 1st of each year and ending on the last day
of June and December, respectively. The purchase price per share of our common stock under the ESPP is 85% of the fair market value per share on the last day of the option period.
As of December 31, 2022, 146,699 awards were issued and outstanding under the ESPP.
Awards Granted Outside of Equity Incentive Plans
Prior to the de-SPAC business combination, the Company granted stock options to certain key executive officers
(including Dr. Smythe, Dr. Williams and Mr. Blakeman) outside of its equity incentive plans. Such stock option grants were approved by our Board, but not our stockholders, at the time of grant. As of December 31, 2022, there were
outstanding stock options to purchase an aggregate of 3,897,165 shares of our common stock that were granted outside of our equity incentive plans.
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