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Brightcove Inc. – ‘10-Q’ for 6/30/21 – ‘EX-10.6’

On:  Wednesday, 7/28/21, at 4:17pm ET   ·   For:  6/30/21   ·   Accession #:  1193125-21-227409   ·   File #:  1-35429

Previous ‘10-Q’:  ‘10-Q’ on 4/28/21 for 3/31/21   ·   Next:  ‘10-Q’ on 10/27/21 for 9/30/21   ·   Latest:  ‘10-Q’ on 5/8/24 for 3/31/24   ·   7 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 7/28/21  Brightcove Inc.                   10-Q        6/30/21   61:4.7M                                   Donnelley … Solutions/FA

Quarterly Report   —   Form 10-Q

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML    684K 
 2: EX-10.2     Material Contract                                   HTML     37K 
 3: EX-10.3     Material Contract                                   HTML     36K 
 4: EX-10.4     Material Contract                                   HTML     88K 
 5: EX-10.5     Material Contract                                   HTML     32K 
 6: EX-10.6     Material Contract                                   HTML     30K 
 7: EX-10.7     Material Contract                                   HTML     85K 
 8: EX-10.8     Material Contract                                   HTML     29K 
 9: EX-31.1     Certification -- §302 - SOA'02                      HTML     24K 
10: EX-31.2     Certification -- §302 - SOA'02                      HTML     24K 
11: EX-32.1     Certification -- §906 - SOA'02                      HTML     21K 
18: R1          Cover Page                                          HTML     71K 
19: R2          Condensed Consolidated Balance Sheets               HTML    103K 
20: R3          Condensed Consolidated Balance Sheets               HTML     36K 
                (Parenthetical)                                                  
21: R4          Condensed Consolidated Statements of Operations     HTML     97K 
22: R5          Condensed Consolidated Statements of Comprehensive  HTML     35K 
                Income (Loss)                                                    
23: R6          Condensed Consolidated Statements of Stockholders'  HTML     69K 
                Equity                                                           
24: R7          Condensed Consolidated Statements of Cash Flows     HTML     90K 
25: R8          Business Description and Basis of Presentation      HTML     24K 
26: R9          Quarterly Update to Significant Accounting          HTML     34K 
                Policies                                                         
27: R10         Revenue from Contracts with Customers               HTML     34K 
28: R11         Cash and Cash Equivalents                           HTML     39K 
29: R12         Earnings (Loss) per Share                           HTML     54K 
30: R13         Stock-based Compensation                            HTML     85K 
31: R14         Income Taxes                                        HTML     24K 
32: R15         Commitments and Contingencies                       HTML     24K 
33: R16         Debt                                                HTML     22K 
34: R17         Segment Information                                 HTML     43K 
35: R18         Business Description and Basis of Presentation      HTML     48K 
                (Policies)                                                       
36: R19         Quarterly Update to Significant Accounting          HTML     27K 
                Policies (Tables)                                                
37: R20         Revenue from Contracts with Customers (Tables)      HTML     27K 
38: R21         Cash and Cash Equivalents (Tables)                  HTML     39K 
39: R22         Earnings (Loss) per Share (Tables)                  HTML     55K 
40: R23         Stock-based Compensation (Tables)                   HTML     93K 
41: R24         Segment Information (Tables)                        HTML     37K 
42: R25         Quarterly Update to Significant Accounting          HTML     27K 
                Policies - Schedule of Allowance for Doubtful                    
                Accounts (Detail)                                                
43: R26         Quarterly Update to Significant Accounting          HTML     30K 
                Policies - Additional Information (Detail)                       
44: R27         Revenue from Contracts with Customers - Summary of  HTML     33K 
                Receivables, Contract Assets and Contract                        
                Liabilities from Contracts with Customers (Detail)               
45: R28         Revenue from Contracts with Customers - Additional  HTML     32K 
                Information (Detail)                                             
46: R29         Cash and Cash Equivalents - Schedule of Cash and    HTML     28K 
                Cash Equivalents (Detail)                                        
47: R30         Earnings (Loss) per Share - Schedule of             HTML     49K 
                Computations of Basic and Diluted Earnings Per                   
                Share (Detail)                                                   
48: R31         Earnings (Loss) per Share - Outstanding Common      HTML     26K 
                Shares Excluded from Computation of Dilutive                     
                Earnings (Loss) per Share (Detail)                               
49: R32         Stock based Compensation - Additional Information   HTML     23K 
                (Detail)                                                         
50: R33         Stock Based Compensation - Weighted Average         HTML     32K 
                Assumptions Utilized (Detail)                                    
51: R34         Stock Based Compensation - Summarizes Stock-based   HTML     33K 
                Compensation Expense (Detail)                                    
52: R35         Stock Based Compensation - Summary of Stock Option  HTML     56K 
                Activity (Detail)                                                
53: R36         Stock Based Compensation - Summary of Stock Option  HTML     22K 
                Activity (Parenthetical) (Detail)                                
54: R37         Stock Based Compensation - Summary of RSU Activity  HTML     52K 
                (Detail)                                                         
55: R38         Debt - Additional Information (Detail)              HTML     38K 
56: R39         Segment Information - Total Revenue to              HTML     36K 
                Unaffiliated Customers by Geographic Area, Based                 
                on Location of Customer (Detail)                                 
57: R40         Segment Information - Additional Information        HTML     28K 
                (Detail)                                                         
59: XML         IDEA XML File -- Filing Summary                      XML     97K 
17: XML         XBRL Instance -- d387977d10q_htm                     XML    880K 
58: EXCEL       IDEA Workbook of Financial Reports                  XLSX     52K 
13: EX-101.CAL  XBRL Calculations -- bcov-20210606_cal               XML     97K 
14: EX-101.DEF  XBRL Definitions -- bcov-20210606_def                XML    278K 
15: EX-101.LAB  XBRL Labels -- bcov-20210606_lab                     XML    666K 
16: EX-101.PRE  XBRL Presentations -- bcov-20210606_pre              XML    489K 
12: EX-101.SCH  XBRL Schema -- bcov-20210606                         XSD     87K 
60: JSON        XBRL Instance as JSON Data -- MetaLinks              239±   344K 
61: ZIP         XBRL Zipped Folder -- 0001193125-21-227409-xbrl      Zip    180K 


‘EX-10.6’   —   Material Contract


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



  EX-10.6  

Exhibit 10.6

RESTRICTED STOCK UNIT AWARD AGREEMENT

FOR COMPANY EMPLOYEES

UNDER THE BRIGHTCOVE INC.

2021 STOCK INCENTIVE PLAN

 

Name of Grantee:  

 

No. of Restricted Stock Units:  

 

 
Grant Date:  

 

 

Pursuant to the Brightcove Inc. 2021 Stock Incentive Plan as amended through the date hereof (the “Plan”), Brightcove Inc. (the “Company”) hereby grants an award of the number of Restricted Stock Units listed above (an “Award”) to the Grantee named above. Each Restricted Stock Unit shall relate to one share of Common Stock, par value $0.001 per share (the “Stock”), of the Company.

1. Restrictions on Transfer of Award. This Award may not be sold, transferred, pledged, assigned or otherwise encumbered or disposed of by the Grantee, and any shares of Stock issuable with respect to the Award may not be sold, transferred, pledged, assigned or otherwise encumbered or disposed of until (i) the Restricted Stock Units have vested as provided in Paragraph 2 of this Agreement and (ii) shares of Stock have been issued to the Grantee in accordance with the terms of the Plan and this Agreement.

2. Vesting of Restricted Stock Units. The restrictions and conditions of Paragraph 1 of this Agreement shall lapse on the Vesting Date or Dates specified in the following schedule so long as the Grantee remains an employee of the Company or a Subsidiary on such Vesting Dates. If a series of Vesting Dates is specified, then the restrictions and conditions in Paragraph 1 shall lapse only with respect to the number of Restricted Stock Units specified as vested on such date.

 

Incremental Number of

Restricted Stock Units Vested

   Vesting Date  

_____________ (___%)

               
  

 

 

 

_____________ (___%)

               
  

 

 

 

_____________ (___%)

               
  

 

 

 

_____________ (___%)

               
  

 

 

 

The Administrator may at any time accelerate the vesting schedule specified in this Paragraph 2.

3. Termination of Employment. If the Grantee’s employment with the Company and its Subsidiaries terminates for any reason (including death or disability) prior to the satisfaction of the vesting conditions set forth in Paragraph 2 above, any Restricted Stock Units that have not vested as of such date shall automatically and without notice terminate and be forfeited, and neither the Grantee nor any of his or her successors, heirs, assigns, or personal representatives will thereafter have any further rights or interests in such unvested Restricted Stock Units.


4. Issuance of Shares of Stock. As soon as practicable following each Vesting Date (but in no event later than two and one-half months after the end of the year in which the Vesting Date occurs), the Company shall issue to the Grantee the number of shares of Stock equal to the aggregate number of Restricted Stock Units that have vested pursuant to Paragraph 2 of this Agreement on such date and the Grantee shall thereafter have all the rights of a stockholder of the Company with respect to such shares.

5. Incorporation of Plan. Notwithstanding anything herein to the contrary, this Agreement shall be subject to and governed by all the terms and conditions of the Plan, including the powers of the Administrator set forth in Section 2(b) of the Plan. Capitalized terms in this Agreement shall have the meaning specified in the Plan, unless a different meaning is specified herein.

6. Tax Withholding. The Grantee shall, not later than the date as of which the receipt of this Award becomes a taxable event for Federal income tax purposes, pay to the Company or make arrangements satisfactory to the Administrator for payment of any Federal, state, and local taxes required by law to be withheld on account of such taxable event. The Company shall have the authority to cause the required tax withholding obligation to be satisfied, in whole or in part, by (i) withholding from shares of Stock to be issued to the Grantee a number of shares of Stock with an aggregate Fair Market Value that would satisfy the withholding amount due; or (ii) causing the sale from the number of shares of Stock to be issued to the Grantee, the number of shares of Stock necessary to satisfy the Federal, state and local taxes required by law to be withheld from the Grantee on account of such transfer.

7. Section 409A of the Code. This Agreement shall be interpreted in such a manner that all provisions relating to the settlement of the Award are exempt from the requirements of Section 409A of the Code as “short-term deferrals” as described in Section 409A of the Code.

8. No Obligation to Continue Employment. Neither the Company nor any Subsidiary is obligated by or as a result of the Plan or this Agreement to continue the Grantee’s employment with the Company or a Subsidiary and neither the Plan nor this Agreement shall interfere in any way with the right of the Company or any Subsidiary to terminate the Grantee’s employment with the Company or a Subsidiary at any time.

9. Integration. This Agreement constitutes the entire agreement between the parties with respect to this Award and supersedes all prior agreements and discussions between the parties concerning such subject matter.

10. Data Privacy Consent. In order to administer the Plan and this Agreement and to implement or structure future equity grants, the Company, its subsidiaries and affiliates and certain agents thereof (together, the “Relevant Companies”) may process any and all personal or professional data, including but not limited to Social Security or other identification number, home address and telephone number, date of birth and other information that is necessary or desirable for the administration of the Plan and/or this Agreement (the “Relevant Information”). By entering into this Agreement, the Grantee (i) authorizes the Company to collect, process,


register and transfer to the Relevant Companies all Relevant Information; (ii) waives any privacy rights the Grantee may have with respect to the Relevant Information; (iii) authorizes the Relevant Companies to store and transmit such information in electronic form; and (iv) authorizes the transfer of the Relevant Information to any jurisdiction which the Relevant Companies consider appropriate. The Grantee shall have access to, and the right to change, the Relevant Information. Relevant Information will only be used in accordance with applicable law.

11. Notices. Notices hereunder shall be mailed or delivered to the Company at its principal place of business and shall be mailed or delivered to the Grantee at the address on file with the Company or, in either case, at such other address as one party may subsequently furnish to the other party in writing.

 

BRIGHTCOVE INC.
By:  

             

  Title:

The foregoing Agreement is hereby accepted and the terms and conditions thereof hereby agreed to by the undersigned. Electronic acceptance of this Agreement pursuant to the Company’s instructions to the Grantee (including through an online acceptance process) is acceptable.

 

Dated:                           

             

      Grantee’s Signature
      Grantee’s name and address:
     

         

     

             

     

             


5 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/22/24  Brightcove Inc.                   10-K       12/31/23   94:11M                                    Donnelley … Solutions/FA
 5/17/23  Brightcove Inc.                   S-8         5/17/23    4:78K                                    Donnelley … Solutions/FA
 2/23/23  Brightcove Inc.                   10-K       12/31/22   91:15M                                    Donnelley … Solutions/FA
 2/18/22  Brightcove Inc.                   10-K       12/31/21   89:9.3M                                   Donnelley … Solutions/FA
 2/18/22  Brightcove Inc.                   POSASR      2/18/22    4:507K                                   Donnelley … Solutions/FA


2 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 5/17/21  Brightcove Inc.                   S-8         5/17/21    4:145K                                   Donnelley … Solutions/FA
 2/06/12  Brightcove Inc.                   S-1/A                 20:5.2M                                   Donnelley … Solutions/FA
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Filing Submission 0001193125-21-227409   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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