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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 7/30/19 Intevac Inc 10-Q 6/29/19 100:15M ActiveDisclosure/FA |
Document/Exhibit Description Pages Size 1: 10-Q Quarterly Report HTML 829K 2: EX-10.2 Material Contract HTML 49K 3: EX-10.3 Material Contract HTML 74K 4: EX-31.1 Certification -- §302 - SOA'02 HTML 35K 5: EX-31.2 Certification -- §302 - SOA'02 HTML 35K 6: EX-32.1 Certification -- §906 - SOA'02 HTML 32K 13: R1 Document and Entity Information HTML 70K 14: R2 Condensed Consolidated Balance Sheets HTML 120K 15: R3 Condensed Consolidated Balance Sheets HTML 38K (Parenthetical) 16: R4 Condensed Consolidated Statements of Operations HTML 80K 17: R5 Condensed Consolidated Statements of Comprehensive HTML 54K Income (Loss) 18: R6 Condensed Consolidated Statements of Cash Flows HTML 97K 19: R7 Description of Business and Basis of Presentation HTML 35K 20: R8 Recent Accounting Pronouncement HTML 110K 21: R9 Revenue HTML 509K 22: R10 Inventories HTML 49K 23: R11 Equity-Based Compensation HTML 206K 24: R12 Purchased Intangible Assets HTML 61K 25: R13 Acquisition-Related Contingent Consideration HTML 69K 26: R14 Warranty HTML 90K 27: R15 Guarantees HTML 33K 28: R16 Leases HTML 119K 29: R17 Cash, Cash Equivalents and Investments HTML 368K 30: R18 Derivative Instruments HTML 76K 31: R19 Equity HTML 468K 32: R20 Net Loss Per Share HTML 81K 33: R21 Segment Reporting HTML 165K 34: R22 Income Taxes HTML 34K 35: R23 Restructuring Charges HTML 44K 36: R24 Related Party Transaction HTML 31K 37: R25 Contingencies HTML 30K 38: R26 Recent Accounting Pronouncement (Tables) HTML 108K 39: R27 Revenue (Tables) HTML 502K 40: R28 Inventories (Tables) HTML 50K 41: R29 Equity-Based Compensation (Tables) HTML 207K 42: R30 Purchased Intangible Assets (Tables) HTML 62K 43: R31 Acquisition-Related Contingent Consideration HTML 66K (Tables) 44: R32 Warranty (Tables) HTML 89K 45: R33 Leases (Table) HTML 125K 46: R34 Cash, Cash Equivalents and Investments (Tables) HTML 375K 47: R35 Derivative Instruments (Tables) HTML 75K 48: R36 Equity (Tables) HTML 471K 49: R37 Net Loss Per Share (Tables) HTML 80K 50: R38 Segment Reporting (Tables) HTML 165K 51: R39 Restructuring Charges (Tables) HTML 44K 52: R40 Recent Accounting Pronouncement - Additional HTML 32K Information (Detail) 53: R41 Recent Accounting Pronouncement - Effect of HTML 80K Changes in Balance Sheet Due to Adoption of New Revenue Standard (Detail) 54: R42 Revenue - Disaggregation of Revenue from Contracts HTML 74K with Customers (Detail) 55: R43 Revenue - Primary Geography Markets (Detail) HTML 62K 56: R44 Revenue - Changes in Contract Assets and Contract HTML 57K Liabilities (Detail) 57: R45 Revenue - Additional Information (Detail) HTML 57K 58: R46 Revenue - Additional Information (Detail 1) HTML 33K 59: R47 Inventories - Inventories Stated at Lower of HTML 39K Average Cost or Net Realizable Value (Detail) 60: R48 Equity-Based Compensation - Additional Information HTML 45K (Detail) 61: R49 Equity-Based Compensation - Effect of Recording HTML 38K Equity-Based Compensation (Detail) 62: R50 Equity-Based Compensation - Option Activity and HTML 56K Changes (Detail) 63: R51 Equity-Based Compensation - Weighted-Average Fair HTML 48K Value of Stock Options and Employee Stock Purchase Rights using Weighted-Average Assumptions (Detail) 64: R52 Equity-Based Compensation - 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Changes in Restructuring HTML 35K Reserves (Detail) 97: R85 Related Party Transaction - Additional Information HTML 30K (Detail) 99: XML IDEA XML File -- Filing Summary XML 186K 98: EXCEL IDEA Workbook of Financial Reports XLSX 88K 7: EX-101.INS XBRL Instance -- ivac-20190629 XML 5.47M 9: EX-101.CAL XBRL Calculations -- ivac-20190629_cal XML 170K 10: EX-101.DEF XBRL Definitions -- ivac-20190629_def XML 496K 11: EX-101.LAB XBRL Labels -- ivac-20190629_lab XML 1.11M 12: EX-101.PRE XBRL Presentations -- ivac-20190629_pre XML 904K 8: EX-101.SCH XBRL Schema -- ivac-20190629 XSD 179K 100: ZIP XBRL Zipped Folder -- 0001564590-19-026976-xbrl Zip 198K
Exhibit 10.2
INTEVAC, INC.
2012 EQUITY INCENTIVE PLAN
STOCK OPTION AGREEMENT
Unless otherwise defined herein, the terms defined in the Intevac, Inc. 2012 Equity Incentive Plan (the “Plan”) will have the same defined meanings in the Stock Option Agreement (the “Agreement”), which includes this Notice of Stock Option Grant (the “Notice of Grant”) and the Terms and Conditions of Stock Option Grant. The following documents are linked to this notification and are also available on the Intevac Portal under the Stock Plans page:
•Terms and Conditions of Stock Option Grant
•2012 Equity Incentive Plan
•2012 Equity Incentive Plan Prospectus
By accepting this Notice of Grant, Participant is agreeing to the electronic availability of the documents disclosed above. If Participant needs a hard copy of any of the documents, please contact Janice Smith or myself, and one will be provided to Participant at no charge.
NOTICE OF STOCK OPTION GRANT
Participant: |
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Address: |
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Participant has been granted an Option to purchase Common Stock of the Company, subject to the terms and conditions of the Plan and this Agreement, as follows:
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Date of Grant |
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Vesting Commencement Date |
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Number of Shares Granted |
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Exercise Price per Share |
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Total Exercise Price |
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Type of Option |
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Incentive Stock Option |
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X__Nonstatutory Stock Option |
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Subject to any acceleration provisions contained in the Plan, including Section 15 of the Plan, or set forth below, or contained in the offer letter between Participant and the Company, dated June 11, 2013 (the “Offer Letter”), this Option will be vest and be exercisable, in whole or in part, in accordance with the following schedule, subject to Participant remaining a Service Provider through the applicable vesting date:
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25% of the Shares subject to the Option shall vest on the first day during the Performance Period (as defined below) upon which the 30-Day Moving Average (as defined below) is 25% or more above the Exercise Price per Share; |
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25% of the Shares subject to the Option shall vest on the first day during the Performance Period upon which the 30-Day Moving Average is 35% or more above the Exercise Price per Share; |
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25% of the Shares subject to the Option shall vest on the first day during the Performance Period upon which the 30-Day Moving Average is 65% or more above the Exercise Price per Share; and |
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25% of the Shares subject to the Option shall vest on the first day during the Performance Period upon which the 30-Day Moving Average is 75% or more above the Exercise Price per Share. |
For purposes of this Agreement, “Performance Period” means the period beginning on the Date of Grant through and including the four (4)-year anniversary of the Date of Grant
For purposes of this Agreement, “trading day” means a trading day on the Nasdaq stock exchange or, if the Shares are not traded on a Nasdaq stock exchange, on the primary U.S. stock exchange on which the Common Stock is then-listed. For purposes of this Agreement, “trading days” means more than one trading day.
For purposes of this Agreement, “30-Day Moving Average” means the average closing sales price for a Share of Common Stock as quoted on the primary U.S. stock exchange (e.g., the Nasdaq Global Select Market) on which the Common Stock is listed (or if not listed on a U.S. stock exchange, the primary established stock exchange or national market system on which the Common Stock is listed) for the thirty (30) consecutive trading days ending with, and inclusive of, the date of determination.
For purposes of clarity, more than one vesting tranche may vest on a given date if more than one of the 30-Day Moving Average performance targets above (each, a “Performance Target” and collectively, the “Performance Targets”) are first met on that same date. For example, if the 30-Day Moving Average has, for the first time during the Performance Period, equaled or exceeded 25% of the Exercise Price per Share, and on that same date the 30-Day Moving Average has, for the first time during the Performance Period, equaled or exceeded 35% of the Exercise Price per Share, but has not equaled or exceeded 65% of the Exercise Price per Share, then, assuming Participant has remained a Service Provider through such date, Participant will have met two Performance Targets on the same date and will vest in 50% of the total number of Shares subject to the Option.
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If, during the Performance Period, there is any event (such as a stock split, reverse stock split, etc.) that results in an adjustment to the Shares pursuant to Section 15(a) of the Plan, the Exercise Price per Share will automatically be proportionally adjusted accordingly (and any fraction of a cent will be rounded up to the nearest whole cent), and as a result, the Performance Target for any then-unvested Shares subject to the Option will also adjust accordingly. By way of example, if Employee Edward was granted a stock option to purchase 100 Shares at an exercise price of $5.50 per share, and subject to the same Performance Targets as the Option granted to Participant, and during the Performance Period, a stock split occurred such that one Share with a fair market value of $4.00 per Share became two Shares with a fair market value of $2.00 per Share, then Edward’s stock option would adjust to cover 200 Shares for each Share originally covered by his option, and Edward’s stock option would be adjusted to have an Exercise Price per Share of $2.75. Assume that prior to the stock split, Edward had already vested in 50% of the Shares subject to his option because the 30-Day Moving Average had equaled or exceeded 25% and 35% of the original Exercise Price per Share. In that case, as a result of the stock split, the two remaining Performance Targets for Edward’s option would then relate to a 65% and 75% increase from the adjusted $2.75 Exercise Price per Share.
In the event Participant ceases to be a Service Provider for any or no reason before Participant vests in the Shares subject to the Option, the Option and Participant’s right to acquire any Shares under the unvested portion of the Option will immediately terminate. Further, any portion of the Option which has not vested during the Performance Period will immediately terminate and be forfeited upon the expiration of the Performance Period. For purposes of clarification, in the event of a Change in Control that occurs while Participant is an Employee of the Company (or if Participant is an Employee of the Company as of immediately prior to such Change in Control), then effective as of immediately prior to, and contingent upon, such Change in Control, Participant will fully vest in the Shares subject to the Option as provided by the terms of the Offer Letter.
By Participant’s signature and the signature of the representative of Intevac, Inc. (the “Company”) below, Participant and the Company agree that this Option is granted under and governed by the terms and conditions of the Plan and this Agreement, including the Terms and Conditions of Stock Option Grant, all of which are made a part of this document. Participant has reviewed the Plan and this Agreement in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Agreement and fully understands all provisions of the Plan and Agreement. Participant hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Administrator upon any questions relating to the Plan and Agreement. Participant further agrees to notify the Company upon any change in the residence address indicated below.
Participant should retain a copy of Participant’s Agreement. Participant may obtain a paper copy at any time for no charge by contacting Janice Smith or Kevin Soulsby.
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Please contact me at extension 2837 or stop by my office with any questions.
PARTICIPANT |
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INTEVAC, INC. |
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Title: |
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Residence Address: |
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This ‘10-Q’ Filing | Date | Other Filings | ||
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Filed on: | 7/30/19 | None on these Dates | ||
For Period end: | 6/29/19 | |||
6/11/13 | ||||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/16/23 Intevac Inc. 10-K 12/31/22 107:11M Donnelley … Solutions/FA 2/17/22 Intevac Inc. 10-K 1/01/22 104:10M Donnelley … Solutions/FA 2/17/21 Intevac Inc. 10-K 1/02/21 111:10M Donnelley … Solutions/FA |