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ChromaDex Corporation AMENDED 2017 Equity Incentive Plan Adopted by the Board of Directors

Key Takeaway: ChromaDex Corporation AMENDED 2017 Equity Incentive Plan Adopted by the Board of Directors: April 6, 2017 Approved by the Stockholders: June 20, 2017 Amended by the Board of Directors: January 21, 2018 Amended by the Board of Directors: April 24, 2018 Approved by the Stockh

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ChromaDex Corporation
AMENDED 2017 Equity Incentive Plan
Adopted by the Board of Directors: April 6, 2017
Approved by the Stockholders: June 20, 2017
Amended by the Board of Directors: January 21, 2018
Amended by the Board of Directors: April 24, 2018
Approved by the Stockholders June 22, 2018
Amended by the Board of Directors: April 16, 2020
Approved by the Stockholders June 19, 2020
to and Continuation of Prior Plan. The Plan is intended as the successor to and
continuation of the ChromaDex Corporation Second Amended and
Restated 2007 Equity Incentive Plan, (the
Plan ). Following the
Effective Date, no additional awards may be granted under the 2007
Plan. In addition, from and after 12:01 a.m. Pacific Time
on the Effective Date, all outstanding
awards granted under the 2007 Plan and the ChromaDex, Inc. 2000
Non-Qualified Incentive Stock Option Plan (the
Plan and together with
the 2007 Plan, the Prior
subject to the terms of the 2007 Plan or 2000 Plan, as
applicable; provided,
however, that the following
shares of Common Stock subject to any outstanding stock award granted under the
Prior Plans (collectively, the Prior
Shares ) will immediately
be added to the Share Reserve (as defined in Section 3(a)) as and
when such shares become Prior Plans' Returning Shares and
become available for issuance pursuant to Awards granted under this
Plan: (i) any shares subject to such stock award that are
not issued because such stock award or any portion thereof expires
or otherwise terminates without all of the shares covered by such
stock award having been issued; (ii) any shares subject to such
stock award that are not issued because such stock award or any
portion thereof is settled in cash; (iii) any shares issued
pursuant to such stock award that are forfeited back to or
repurchased by the Company because of the failure to meet a
contingency or condition required for the vesting of such shares;
and (iv) any shares that are reacquired, withheld (or not issued)
to satisfy a tax withholding obligation in connection with an award
or to satisfy the purchase price or exercise price of a stock
award. All Awards granted on or after
12:01 a.m. Pacific Time on the
Effective Date will be subject to the terms of this
Award Recipients. Employees,
Directors and Consultants are eligible to receive Awards. The
persons eligible to receive Inducement Awards are Employees who
meet the criteria set forth in Section 3(f).
Awards. The Plan provides for
the grant of the following types of Awards: (i) Incentive Stock
Options; (ii) Nonstatutory Stock Options; (iii) Stock Appreciation
Rights; (iv) Restricted Stock Awards; (v) Restricted Stock Unit
Awards; (vi) Performance Stock Awards; (vii) Inducement Awards; and
(viii) Other Stock Awards.
The Plan, through the granting of Awards, is intended to help the
Company secure and retain the services of eligible award
recipients, provide incentives for such persons to exert maximum
efforts for the success of the Company and any Affiliate and
provide a means by which the eligible recipients may benefit from
increases in value of the Common Stock.
by Board. The Board will administer the Plan. The Board may
delegate administration of the Plan to a Committee or Committees,
as provided in Section 2(c). Notwithstanding anything to the
contrary set forth herein, only an Inducement Committee has the
power to grant Inducement Awards.
of Board. The Board will have the power, subject to, and
within the limitations of, the express provisions of the
determine: (A) who will be granted Awards; (B) when and how each
Award will be granted; (C) what type of Award will be granted; (D)
the provisions of each Award (which need not be identical),
including when a Participant will be permitted to exercise or
otherwise receive cash or Common Stock under the Award; (E) the
number of shares of Common Stock subject to, or the cash value of,
an Award; and (F) the Fair Market Value applicable to a Stock
construe and interpret the Plan and Awards granted under it, and to
establish, amend and revoke rules and regulations for
administration of the Plan and Awards. The Board, in the exercise
of these powers, may correct any defect, omission or inconsistency
in the Plan or in any Award Agreement, in a manner and to the
extent it will deem necessary or expedient to make the Plan or
Award fully effective.
settle all controversies regarding the Plan and Awards granted
accelerate, in whole or in part, the time at which an Award may be
exercised or vest (or at which cash or shares of Common Stock may
suspend or terminate the Plan at any time. Except as otherwise
provided in the Plan (including Section 2(b)(viii)) or an Award
Agreement, suspension or termination of the Plan will not
materially impair a Participant's rights under an outstanding
Award without his or her written consent.
To amend the Plan in any respect the Board deems necessary or
advisable, including, without limitation, by adopting amendments
relating to Incentive Stock Options and certain nonqualified
deferred compensation under Section 409A of the Code and/or to make
the Plan or Awards granted under the Plan compliant with the
requirements for Incentive Stock Options or exempt from or
compliant with the requirements for nonqualified deferred
compensation under Section 409A of the Code, subject to the
limitations, if any, of applicable law. If required by applicable
law or listing requirements, and except as provided in
Section 9(a) relating to Capitalization Adjustments, the
Last updated: Jun 22, 2020