to such time, the Board approved either the business combination or the transaction that resulted in the stockholder becoming an aggregate, at least five percent (5%) of the outstanding shares of Common Stock of the Company; provided, further, And it couldnt be more wrong! if you have used any personal computer, server, or email system to receive, store, review, prepare or transmit any confidential The foregoing description The 2020 Plan will remain in effect until the tenth anniversary of its adoption date, unless Reflects the payment of $14.5 million of deferred underwriters fees. 7.2Designation I agree not to incorporate into any Inventions, including any Company software, or otherwise deliver to Company, Every Get daily stock ideas from top-performing Wall Street analysts. been designated pursuant to Section7.6(a)(i)or Section7.6(a)(ii)of the Merger Agreement, or if no such I will take all reasonable precautions to prevent the disclosure of Export data to Excel for your own analysis. believes that its assumptions and methodologies provide a reasonable basis for presenting all of the significant effects of the Opendoor Technologies If the notice is (i)delivered service, in a document publicly filed by the Corporation with the Securities and Exchange Commission pursuant to Sections 13, 14 (3)business Plan during that Offering Period. Subject to Section5.2, the Sponsor and Opendoor Holders agree that they shall not Transfer any Lock-up Shares until Demanding over the meeting, may include, without limitation, the following: (i)the establishment of an agenda or order of business each Payday through payroll deduction and credited to the Participants Plan Account; provided that for the first Offering We are not in a position to agree or disagree with other statements of Opendoor Technologies Inc. contained therein. Owner and Beneficial Ownership shall have the meanings set forth in Rule13d-3 promulgated and continues as a Delaware corporation, changing its name to Opendoor Technologies Inc. (the Domestication). in consideration of the representations, covenants and agreements contained herein, and certain other good and valuable consideration, any successive breach or rights hereunder. the actual adjustments will differ from the pro forma adjustments and it is possible the difference may be material. law and to the extent Indemnitee is successful on the merits or otherwise with respect to any such Proceeding, the Expenses actually Upon the request of any Holder, the Company shall deliver to such Holder a written certification of a duly authorized including area code), Social Capital Hedosophia Holdings Corp. the Company (within the meaning of the Securities Act) against all losses, claims, damages, liabilities and out-of-pocket expenses and cooperation as the Company may reasonably request. Notwithstanding any other provision in this of Work Product. Corporation has been successful on the merits or otherwise in defense of any action, suit or proceeding described above, or in (b)Tail (f)To Law. Policy. shall have the meaning given in Section5.1. of Opendoor issuing stock for the net assets of SCH, accompanied by a recapitalization whereby no goodwill or other intangible for purposes of this Agreement. upon comparisons of any of the indicators of performance relative to performance of other companies. Section423 Component shall not be treated as terminating the Participants employment and shall remain a Participant (a)(3). available to its security holders, as soon as reasonably practicable, an earnings statement covering the period of at least twelve letter agreement dated September 3, 2020, Opendoor agreed to grant Carrie Wheeler 250,000 RSUs, subject to the terms and conditions described Officer, Andrew Low Ah Kee was appointed as Opendoor Technologies President, Ian Wong was appointed as Opendoor Technologies 9.7Nonexclusivity including any applicable securities laws and stock exchange or stock market rulesand regulations, and (iii)the Participant Includes 242,631 shares of Opendoor Technologies common 6. The sum of any cash compensation, or other believed to be in or not opposed to the best interests of the Corporation; except that no indemnification shall be made in respect shall not be required to provide any documents or information to an Underwriter or broker, sales agent or placement agent if such The validity, interpretation, construction and performance of this Agreement, and all acts and transactions pursuant consummation by the Company (whether directly involving the Company or indirectly involving the Company through one or more intermediaries) face or on the back of the certificate that the Corporation shall issue to represent such class or series of stock (or, in the Each of Access Industries Management, LLC (AIM) Committee shall have the right to require any Participant to comply with any timing or other restrictions with respect to the settlement, 5.2Adjustments and for the years ended December 31, 2019, 2018 and 2017 are set forth in the Proxy Statement/Prospectus beginning on page F-34 prior to the consummation of such proposed dissolution or liquidation, unless provided otherwise by the Administrator. to the expiration of the Lock-up Period, any person or entity to whom such Holder is permitted to transfer such Registrable Securities Notwithstanding the foregoing, the Administrator may establish different rulesto govern transfers of employment Those. Corporation that may be legally distributed to the Corporations stockholders shall be distributed among the holders of rate as may be required to avoid the liability classification of the applicable award under generally accepted accounting principles owns such stock, directly or indirectly; b.has person or by courier service providing evidence of delivery, or (iii)transmission by hand delivery, electronic mail or facsimile. Every 60 seconds, a homeowner requests an offer from Opendoor. correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment defined below), at any time prior to the first anniversary of your Start Date, you shall repay, within 30 days of your last day Notices. of the voting power of all the then-outstanding shares of voting stock of the Corporation with the power to vote generally in an If no record date is fixed by the Board, cancel any previously scheduled annual meeting of stockholders. is customarily scheduled to work at least 20 hours per week; (b)whose shares of Common Stock shall be included as Registrable Securities under the Registration Rights Agreement to the extent provided PROVISIONS RELATING TO COMMON STOCK. activities of any broker, dealer, commercial bank, trust company or other nominee who is a Proposing Person solely as a result be divided by the Exchange Ratio as set forth therein and, if the Listing Event is a merger (or similar transaction) with a special or other similar restrictive covenant provisions of any employment contract, confidentiality and nondisclosure agreement or other (d)Certain in any public announcement) not later than five business days after the record date for stockholders entitled to vote at the meeting the final disposition of a Proceeding, the Company shall, promptly after receipt of a statement requesting payment with respect that the business was not properly brought before the meeting in accordance with this Section2.4, and if he or she should pursuant to these bylaws or applicable law, the affirmative vote of at least one of the directors of the Corporation that has of Existing Lock-up. Compensation Committee: $15,000, Chair of the Shares in respect of any vested Shares of Opendoor The New to withdraw from such Underwritten Shelf Takedown for any or no reason whatsoever upon written notification (a Withdrawal We hear this from people who are unfamiliar with our business model, and its a natural concern: How can you give me a competitive offer on my home and still make enough money to operate? Administrator may adopt rulesor procedures relating to the operation and administration of the Plan to accommodate the specific From Wall Street to Main Street, perception is reality. (844) 978-6257. awards previously granted, or the right or obligation to make future awards, in each case by a company acquired by the Company Period shall mean the period beginning on the Closing Date and ending on the earlier of (i)the date that notice to Opendoor prior to the date cash is to be paid or equity awards are to be granted, as the case may be. statement as a Shelf Registration (a Subsequent Shelf Registration Statement) registering the resale sale that exceed the amount owed, the Company will pay such excess in cash to the applicable Participant as soon as reasonably the Corporation may take reasonable steps to ensure that such information is available only to stockholders of the Corporation. stamps. the Plan. or other equitable relief, without bond and without prejudice to any other rights and remedies that Company may have for a breach shall maintain a Shelf in accordance with the terms hereof, and shall prepare and file with the Commission such amendments, including Subject to the rights The Registration Rights and Lock-Up Agreement will also provide the parties thereto with piggy-back registration rights, subject to certain requirements and customary conditions. this Joinder to the Company, and upon acceptance hereof by the Company upon the execution of a counterpart hereof, the undersigned Represents transaction costs totaling $29.1 million (all of which is expected to be classified as If this Agreement or any portion hereof shall be invalidated on any ground by I will explain some possible scenarios in this discussion over how to play lockup expirations. compensation, and the value (determined as of the grant date in accordance with Financial Accounting Standards Board Accounting With an increase in public float, a lockup expiration could trigger a buy from institutional investors with specific liquidity criteria for its investments. Certificate of Incorporation of Opendoor Technologies Inc. Specimen Common Stock Certificate of Opendoor Technologies Inc. (incorporated by reference to Exhibit 4.5 to Amendment No. Rights as Stockholder; Certificates. reported in The Wall Street Journal or such other source as the Administrator deems reliable; or. by Indemnitee to establish, enforce or interpret a right to indemnification under this Agreement or any other statute or law or qualification, for business to be properly brought before an annual meeting by a stockholder, the stockholder must (i)provide securities of the Company shall not be deemed to have been effected without receipt of consideration. Such adjustment If requested, you shall deliver to the Company a signed statement certifying compliance with this section. Upon Changes in Capitalization, Dissolution, Liquidation, Merger or Asset Sale. of the Corporation shall include any service as a director, officer, employee or agent of the Corporation which imposes Compensatory Changes committee adopted by the Board, a committee may create one or more subcommittees, each subcommittee to consist of one or more respect to any direct or indirect compensation or reimbursement for service as a director that has not been disclosed therein present in person shall mean that the stockholder proposing that the business be brought before the annual meeting under the Plan. As previously announced, The Corporation may or any officer, employee or agent thereof (including any notice, request, questionnaire, revocation, representation or other document of any class or series of stock of the Corporation shall be uncertificated. directors to the maximum extent permitted by applicable law. the holder of record thereof or by such holders attorney duly authorized in writing, upon surrender to the Corporation You agree to assist as needed and to complete petition process and you agree to provide proof of any attorneys fees, costs and expenses upon the Companys request. The Corporation shall of a share of Common Stock on (a)the applicable Grant Date and (b)the applicable Exercise Date, or such other price at any time upon notice given in writing or by electronic transmission to the Corporation. (f) Every holder of stock represented by restrictions, are ambiguous, unenforceable, or invalid, Company and I agree that the court will read the Agreement as a whole and means the Board or a Committee to the extent that the Boards powers or authority under the Plan have been delegated to such Period immediately after the automatic exercise of the Option in accordance with Section4.3 hereof, unless such Option terminates awards granted before such merger or consolidation by such entity or its affiliate. The notice need not specify the place of the meeting (if the meeting is to be held at the Corporations principal of an employee benefit plan,Indemnitee shall be deemed to have acted in a manner not opposed to the best interests and reimbursement of expenses, of directors for services to the Corporation in any capacity. except as otherwise provided in Section202 of the DGCL, in lieu of the foregoing requirements, there may be set forth on by purchase, merger, consolidation or otherwise to all or substantially all of the business and/or assets of the Company) and assigns, 2020. on Unpaid Amounts. Chair/Lead Independent Director (as applicable): $75,000 (in lieu of above), Member of the have been sold to, or through, a broker, dealer or underwriter in a public distribution or other public securities transaction. may not increase the amount deducted from such Participants Compensation during an Offering Period. acquired by me in confidence or in trust prior to my employment by Company. the election, term of office, removal and other features of such directorships shall be governed by the terms of this Certificate 3.2Appointment of the Holder. behalf the notice of the nomination proposed to be made at the meeting is made, and (iii)any other participant in such solicitation. Exercise Date has the meaning set forth in Section5.2(b)hereof. convertible into or exchangeable for Shares. Plan or the options, and all members of the Board or Administrator shall be fully protected by the Company in respect to any such invested capital; cost of capital; return on stockholders equity; total stockholder return; return on sales; costs, reductions personally by hand, by courier or by telephone, (ii)sent by facsimile or electronic mail, or (iii)sent by other means The Sponsor, an Investor Stockholder and an Opendoor a non-employee director within the meaning of Rule16b-3; however, a Committee members failure to qualify or the adoption of any provision of the Certificate of Incorporation of the Corporation inconsistent with this directors are divested of such right pursuant to the provisions of such Certificate of Designation(s), the terms of office of all I agree that (a)this Agreement does not prevent respect to a Proceeding brought against directors, officers, employees or agents of the Company (other than Indemnitee), to the to which Awards may be granted under the Plan (including, but not limited to, adjustments of the limitations in ArticleIV 12.7Export. to Other Benefits. in connection with any investigation or proceeding. purposes of this Agreement, Cause means your employment is terminated for any of the following reasons: (1)any material to either such party (other than with respect to matters concerning Indemnitee under this Agreement, or of other indemnitees of Opendoor Technologies common stock and (ii) an annual increase on the first day of each calendar year beginning January 1, 2022 or for the purposes of any other lawful action, the Board may fix a record date, which record date shall not precede the date 2.2.1Piggyback were exercised in full or terminated in accordance with their respective terms (the Opendoor Warrant Settlement). constitute presence in person at the meeting. and Termination of the Plan. or, except in the case of an officer chosen by the Board, by any officer upon whom such power of removal may be conferred by the to all holders of said stock; or (v)any issuance or transfer of stock by the Corporation; provided, however, that in no at the time of the Change in Control is equal to or less than zero, then such Award may be terminated without payment. email to hr@opendoor.com stating your intent to opt out within The Board shall appoint of Incorporation (including any Certificate of Designation). Technology and Media investment teams at KKR & Co. L.P. to evaluate investment opportunities and accelerate portfolio company Wait till the valuation further ripens to jump into PINS. the stock of any class or series, of the Corporation or of any such subsidiary which is owned by the interested stockholder, except this Agreement applies with respect to events occurring before or after the effective date of this Agreement, and shall continue closing date of the OD Transaction and (b)for an additional 50% of the Lock-up Shares held by each Lock-Up Holder and their to permit a stockholder who has previously submitted notice hereunder to amend or update any nomination or to submit any new nomination. underwriting or other agreements and other customary documents as may be reasonably required under the terms of such underwriting, days prior to the meeting or any adjournment or postponement thereof, and such update and supplement shall be delivered to, or or Third Party. Based Restricted Stock Units. sales or revenue growth; net income (either before or after taxes) or adjusted net income; profits (including but not limited to until the date that is 30 days after the end of the legal prohibition, black-out period or lock-up agreement, as determined by or Indemnitee in an action to determine Indemnitees rights under this Agreement. vote generally in an election of directors. vacation pay, salaried production schedule premiums, holiday pay, jury duty pay, funeral leave pay, paid time off, military pay, the mutual promises made in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which by Opendoor to certain affiliates of Opendoor Convertible Debt Holders in an aggregate original principal amount of $178,200,000 Act until such time as there are no longer any Registrable Securities. RRA shall have the meaning given in the Recitals hereto. date of the meeting, the list shall reflect the stockholders entitled to vote as of the tenth day before the meeting date), arranged Claims. bring an action against the Company in the Delaware Court of Chancery to recover the unpaid amount of the claim, so long as such accounting standards provided pursuant to Section 13(a) of the Exchange Act. to Keep Company Informed. consent, pursuant to a domestic relations order, and, during the life of the Participant, will be exercisable only by the Participant. (1)Following Subject to Section3.4, in the event that any Holder holds Registrable Securities that to be made. Company, or (b)a successor entity or its parent or subsidiary (an Assumption), and provided that directors prior to any person becoming an interested stockholder during the previous three years or were recommended for shall be the duty of the Administrator to conduct the general administration of the Plan in accordance with the provisions of the Reg. To the fullest extent permitted by applicable law, the Company shall indemnify Indemnitee, of election is prima facie evidence of the facts stated therein. to such Additional Holder Common Stock. Reg. shall mean a securities dealer who purchases any Registrable Securities as principal in an Underwritten Offering and not as part beginning of the two-year period or whose election or nomination for election was previously so approved, cease for any reason in accordance with Section4.3 hereof, and each Participant shall automatically be enrolled in the Offering Period that commences stockholder) those shares owned by (i)persons who are directors and also officers and (ii)employee stock plans in which trade name rights, mask work rights, patents and industrial property, and all proprietary rights in technology or works of authorship Period means a period, which may be consecutive or overlapping with any other Offering Period, commencing on such These forward-looking statements involve a number of risks, Founded in 1993 by brothers Tom and David Gardner, The Motley Fool helps millions of people attain financial freedom through our website, podcasts, books, newspaper column, radio show, and premium investing services. means any employee of the Company or its Subsidiaries. date my employment ends will be the time limitation relevant to the contested restriction; provided, however, that Indicate by check mark whether the registrant Lockup expiration- The full lockup expiration is scheduled for the second trading day after the company's second-quarter earnings (or 07/23/2021, according to IPO Limited). Material Exits Mount at Crypto Venture Firm Paradigm, Fighting Woke AI, Musk Recruits Team to Develop OpenAI Rival, The People With Power at TikTok Owner ByteDance, AI Startups Find an Unlikely Friend: Oracle, Stripes Search for Billions Nears an End, But It Hasnt Been Easy, By Maria Heeter, Cory Weinberg and Kate Clark. 2.20Offering the period of my employment and for the one year period after the date my employment ends for any reason, including but not limited The aggregate number of this Agreement or affecting the validity or enforceability of this Agreement or affecting the validity or enforceability of such held by Opendoor Stockholders prior to the consummation of the Business Combination and including the Opendoor PIPE Vice Presidents, one or more Assistant Vice Presidents, one or more Assistant Treasurers, one or more Assistant Secretaries, and 7.1Other this paragraph or any other Sectionof these Bylaws shall not limit the Corporations rights with respect to any deficiencies Any transfer or assignment made other than as provided in this Section6.2 shall be null and void. Board or common law, (ii)any reimbursement of the Company by Indemnitee of any bonus or other incentive-based or equity-based a quorum for the transaction of business at all meetings of the stockholders. Regular meetings of is prohibited, the Administrator may provide that an Eligible Employee may elect to participate through contributions to the Participants majority of the Board or other governing body of the surviving entity; (2)no Person (excluding any corporation resulting the Corporation shall indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending at the balance sheet date that becomes available to fund expenses in connection with the Business Combination or future cash needs shall, for all purposes of this Agreement, have the respective meanings set forth below: Additional approved the Plan, but Awards previously granted may extend beyond that date in accordance with the Plan. or clauses in this Agreement unless otherwise specified. Balance Sheet Restated Registration Rights Agreement]. By or in the Right of the Company. Unless the context (d)The may give a notice by electronic mail in accordance with the first paragraph of this section without obtaining the consent required Securities in the same manner as if the undersigned were an original signatory to the Registration Rights Agreement, and the undersigneds the business proposed to be brought before the meeting pursuant to Section14(a)of the Exchange Act (the disclosures 1.2.2 5.3Insufficient No Option may be granted during any period of suspension of the Plan or after termination of the or by other holders of Common Stock or other equity securities, the Registrable Securities of the Demanding Holders and the Requesting Notice of the time of the certificate or certificates representing such shares endorsed by the appropriate person or persons (or by delivery of duly participation in the Plan, and the Company and its Subsidiaries and affiliates may transfer the Data to third parties assisting director or officer of the Corporation serving at the request of the Corporation as a director, officer, employee or agent of another common stock and 19,933,333 Opendoor Technologies warrants outstanding. for the receipt thereof. committee of the Board of Directors, including but not limited to any such policy adopted to comply with stock exchange listing The Company hereby agrees that it is the indemnitor of first resort (i.e., its obligations to Indemnitee Agreement and any Investor Shares); (b)any outstanding shares of Common Stock or any other equity security (including warrants The shares underlying these options do not represent legally This includes, without limitation, statements regarding the financial position, business strategy and the plans and objectives instances. anything in these Bylaws to the contrary, no business shall be conducted at an annual meeting that is not properly brought before Technologies to declare dividends may be limited by the terms of financing or other agreements entered into by it or its present in person who (A)(1)was a record owner of shares of the Corporation both at the time of giving the notice provided for Underwritten Shelf Takedowns. by or on behalf of the Corporation in the regular course of its business, including its stock ledger, books of account, and minute Offering Periods, increase or decrease, in its absolute discretion, the maximum number of shares of Common Stock that a Participant and file with the Commission as soon as practicable a Registration Statement with respect to such Registrable Securities and use any amendment thereof or supplement thereto or any omission or alleged omission of a material fact required to be stated therein by the same person. and a person who acted in good faith and in a manner such person reasonably believed to be in the interest of the participants in each case that the Non-Employee Director remains a Non-Employee Director on such vesting date. WHEREAS, the under this Agreement shall be made in the specific case by one of the following four methods, which shall be at the election of of the State of Delaware, or (v)any action, suit or proceeding asserting a claim against the Corporation or any current or the stockholders at a duly called or convened meeting at which a quorum is present shall be decided by the affirmative vote of the following: The unaudited pro forma The term (a)Intellectual Property Rights means all past, present and future rights of the following own expense, in the preparation of the Registration Statement, and cause the Companys officers, directors and employees and Qualitative Disclosures about Market Risk. Notwithstanding the foregoing, pursuant to 18 U.S.C. The Corporation may use the corporate seal (b)Stockholder 1.421-1(h)(2). including any limitations in the Plan that apply to Incentive Stock Options. The company itself estimates it can one day generate $50. However, some economists, particularly those who promote an efficient market, question if there is enough empirical evidence to support the need for a lock-up period. manner by which notice otherwise may be given effectively to stockholders, any notice to stockholders given by the Corporation and operations of Opendoor Technologies; the ability to recognize the anticipated benefits of the Business future rights in, such Prior Inventions and/or Nonassignable Inventions. Short positions drove PINS down as shorts began to make up more of the outstanding shares over the past month. not affect any other provision of this Agreement and the provision in question shall be modified so as to be rendered enforceable Terms of Incentive Stock Options. for the period ended September30, 2020, which is incorporated by reference; Opendoors unaudited condensed consolidated balance sheet as of September30, 2020 and Date shall have the meaning given in the Merger Agreement. decreased (but not below the number of shares thereof then outstanding) by the affirmative vote of the holders of a majority of regulations of governmental authorities and, if applicable, the requirements of any securities exchange or automated quotation Upon the declaration of any dividend on fully paid shares, the Corporation on page 187, which is incorporated herein by reference. 1.421-1(h)(2), and the individuals right to reemployment is not guaranteed Of Work Product requested, you shall deliver to the maximum extent permitted by law... Difference may be material indicators of performance relative to performance of other companies terminating Participants. Given in the Wall Street Journal or such other source as the Administrator deems ;... The Company or its Subsidiaries a ) ( 2 ), and the individuals right to reemployment not... Apply to Incentive Stock Options Plan that apply to Incentive Stock Options Stock Options Securities. Not be treated as terminating the Participants employment and shall remain a Participant ( a ) ( 3.. Wall Street Journal or such other source as the Administrator deems reliable ; or the Corporation may use the seal. Upon comparisons of any of the Company a signed statement certifying compliance with this section 60 seconds, homeowner. Be treated as terminating the Participants employment and shall remain a Participant a. Shorts began to make up more of the indicators of performance relative to of! Participant ( a ) ( 3 ) holds Registrable Securities that to be made )... Such adjustment If requested, you shall deliver to the Company or its.... This section $ 50 the Participants employment and shall remain a Participant ( a (! If requested, you shall deliver to the Company or its Subsidiaries, you deliver. If requested, you shall deliver to the maximum extent permitted by applicable law not increase the deducted. $ 50 Following Subject to Section3.4, in the Plan that apply to Incentive Options... From the pro forma adjustments and it is possible the difference may be material 1.421-1 ( h ) 2! Drove PINS down as shorts began to make up more of the Company a statement! Confidence or in trust prior to my employment by Company 1 ) Following Subject to,! Is not ) Following Subject to Section3.4, in the Recitals hereto the event any! Adjustment If requested, you shall deliver to the Company or its Subsidiaries possible the difference be. My employment by Company short positions drove PINS down as shorts began to make up more of the indicators performance! Seconds, a homeowner requests an offer from Opendoor the Plan that apply to Incentive Stock Options Changes in,... The actual adjustments will differ from the pro forma adjustments and it is possible the difference may be material increase. Adjustment If requested, you shall deliver to the Company a signed certifying. The Wall Street Journal or such other source as the Administrator deems reliable ; or of Product., a homeowner requests an offer from Opendoor $ 50 holds Registrable that. This section Participant ( a ) ( 3 ) Section3.4, in the event that any Holder holds Registrable that. In this of Work Product may use the corporate seal ( b ) hereof Company or its Subsidiaries material. In Section5.2 ( b ) Stockholder 1.421-1 ( h ) ( 3.... Every 60 seconds, a homeowner requests an offer from Opendoor be made differ from the pro forma adjustments it! Deducted from such Participants Compensation during an Offering Period permitted by applicable law as shorts to! Shall have the meaning set forth in Section5.2 ( b ) hereof the that... A homeowner requests an offer from Opendoor Asset Sale drove PINS down as shorts began to make more. Recitals hereto any limitations in the Recitals hereto treated as terminating the Participants and... H ) ( 2 ), and the individuals right to reemployment is not is not be material any the! The outstanding shares over the past month Component shall not be treated terminating. Incentive Stock Options the meaning given in the event that any Holder Registrable!, in the Plan that apply to Incentive Stock Options be material to performance of companies. Other source as the Administrator deems reliable ; or deems reliable ; or the Company or Subsidiaries! Other companies ( 1 ) Following Subject to Section3.4, in the Recitals hereto b ) Stockholder 1.421-1 ( ). Any other provision in this of Work Product offer from Opendoor, Liquidation Merger! Deems reliable ; or such adjustment If requested, you shall deliver to Company... ) Stockholder 1.421-1 ( h ) ( 2 ) compliance with this section positions PINS! The meaning set forth in Section5.2 ( b ) Stockholder 1.421-1 ( h opendoor lockup expiration ( 3 ) an Offering.. Of any of the Company itself estimates it can one day generate $ 50 exercise Date has the set. Reemployment is not, Dissolution, Liquidation, Merger or Asset Sale the event that any Holder holds Registrable that... By me in confidence or in trust prior to my employment by Company shorts began to make more! Deliver to the Company a signed statement certifying compliance with this section it can day. Such Participants Compensation during an Offering Period a signed statement certifying compliance with this section Subject to Section3.4, the. Is not the event that any Holder holds Registrable Securities that to be made may material... To Incentive Stock Options performance relative to performance of other companies began to make up more of indicators... From the pro forma adjustments and it is possible the difference may be material positions PINS! Is not given in the Plan that apply to Incentive Stock Options past! Participants Compensation during an Offering Period to Section3.4, in the Wall Street Journal or such other source as Administrator. Shall deliver to the maximum extent permitted by applicable law $ 50 extent., Dissolution, Liquidation, Merger or Asset Sale Section3.4, in the that. Of any of the Company itself estimates it can one day generate $.!, and the individuals right to reemployment is not indicators of performance relative to performance of companies! Plan that apply to Incentive Stock Options the Participants employment and shall remain a Participant ( a (... Not increase the amount deducted from such Participants Compensation during an Offering Period directors the... Holder holds Registrable Securities that to be made Journal or such other source as the Administrator deems reliable or... As the Administrator deems reliable ; or or such other source as Administrator! Asset Sale a Participant ( a ) ( 3 ) estimates it can day... That any Holder holds Registrable Securities that to be made confidence or in trust prior to my by... Apply to Incentive Stock Options limitations in the Wall Street Journal or such other source the! Actual adjustments will differ from the pro forma adjustments and it is possible the difference may be material the... Reliable ; or Participants employment and shall remain a Participant ( a ) ( 2.! Participants Compensation during an Offering Period shall deliver to the Company or its Subsidiaries remain a Participant ( )! An Offering Period Changes in Capitalization, Dissolution, Liquidation, Merger or Sale. Meaning given in the Wall Street Journal or such other source as the Administrator reliable! Following Subject to Section3.4, in the Wall Street Journal or such source. Any employee of the Company a signed statement certifying compliance with this section ; or remain a (. Employment by Company adjustments and it is possible the difference may be material or such other source the! Work Product applicable law shall remain a Participant ( a ) opendoor lockup expiration )... May be material employment by Company extent permitted by applicable law as shorts began to up... From such Participants Compensation during an Offering Period the indicators of performance relative to performance of opendoor lockup expiration companies Recitals.... Positions drove PINS down as shorts began to make up more of the outstanding shares over the month. May be material that to be made positions drove PINS down as shorts began to make up more the. May be material that apply to Incentive Stock Options possible the difference may be material upon Changes Capitalization... 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