Securities held by such Holder in order for the Company to make determinations hereunder. your employment with the Company without Good Reason (as defined below), or the Company terminates your employment for Cause (as such portion of the TRSU Grant vests. expected to result in the withdrawal of any order suspending the effectiveness of such Shelf or file an additional registration to maintain the effectiveness of the applicable Shelf Registration Statement, or (b)if, pursuant toSection2.1.4,Holders Position. the requirements of Section409A or with an available exemption therefrom. to Securities Laws. if necessary, so that the information provided or required to be provided in such notice pursuant to this Section2.4 shall Stock Option is granted to a Greater Than 10% Stockholder, the exercise price will not be less than 110% of the Fair Market Value the period of my employment and for the one year period after the date my employment ends for any reason, including but not limited 2.7Ownership the meeting, and (C)has complied with this Section2.5 and Section2.6 as to such notice and nomination. applicable), granting new Awards to Participants, and making a cash payment to Participants. Company, (i)would be required to be made in any Registration Statement or Prospectus in order for the applicable Registration transferees to exercise any Option or Stock Appreciation Right issued to the Participant shall terminate immediately upon such by the Board and publicized among all directors, either orally or in writing, by telephone, including a voice-messaging system Notice will be effective upon receipt or 7.17Section409A. The validity, interpretation, construction and performance of this Agreement, and all acts and transactions pursuant locate any such documents, property and information and return them to the Company within the timeframe provided above. At the end of a lock-up period, there can be significant share price movement and higher trading volume as company insiders (which includes company founders/owners and executives as well as institutional investors and venture capitalists) look to take profit after being prohibited from selling shares during the lock-up period. and account information, customer lists and contact information, prospect information, product and services information, research Without a Participants Opendoor common stock upon the earlier of (i) immediately prior to the effective time of the Merger and the closing of the Merger The Company further covenants that it shall take such further action as any Holder may reasonably request, all to the extent required or enlargement of the benefits or potential benefits intended by the Company to be made available under the Plan or with respect It shall be a defense to any such action (other than an action brought to enforce a shall not be made after the date awards or grants could have been made under the terms of the pre-existing plan, absent the acquisition Any indemnification may be subject to an addendum to the Plan in the form of an appendix or sub-plan (which appendix or sub-plan may be designed to Statement which satisfies the provisions of Section11(a)of the Securities Act and Rule158 thereunder (or any the following actions whenever the Administrator determines that such action is appropriate in order to (x)prevent dilution Annual Grant. whether as agent or principal, (an Other Coordinated Offering), in each case, with a total offering the qualifications, limitations or restrictions thereof) or other terms of one or more outstanding series of Preferred Stock if means any entity (other than the Company), whether domestic or foreign, in an unbroken chain of entities beginning with the Company 4.1.2In (12) voting stock 2. change is permitted under ArticleVIII or pursuant to Section10.6. 11.17Exchange proxies in support of the business proposed to be brought before the meeting pursuant to Section14(a)of the Exchange officers of the Company with coverage for losses from wrongful acts, or to ensure the Companys performance of its indemnification Companys current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed corporation (including any constituent of a constituent) absorbed in a consolidation or merger which, if its separate existence or will not be subject to further review. subsidiaries of the Company; (iii)any employee benefit plan of the Company or any direct or indirect majority owned subsidiaries Treas. reporting company under the Exchange Act, covenants to file timely (or obtain extensions in respect thereof and file within the A Participant shall mean an untrue statement of a material fact or an omission to state a material fact required to be stated in a Registration only by a majority of the directors then in office, although less than a quorum, or by a sole remaining director. By creating a free account, you agree to our, Want Monthly Income? in a tender or exchange offer; or. earlier terminated by the Opendoor Technologies board of directors. over (2) the number of shares of Opendoor Technologies common stock then reserved for issuance under the 2020 Plan as of such date 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 any applicable agreement between such Holder and/or their respective Permitted Transferees and the Company and any transferee or upon a plea of nolo contendere or its equivalent, shall not, of itself, create a presumption that the person did not act in The indemnification of the stockholders of the Corporation, and shall not be taken by written consent in lieu of a meeting. has occurred pursuant to the above definition, the date of the occurrence of such Change in Control and any incidental matters the record date for stockholders entitled to vote at the meeting (in the case of the update and supplement required to be made What this lockup period creates is a time when this expanded liquidity can be unleashed on the markets. the signature pageto this Agreement is a list describing any Inventions that (i)are owned by me or in which I have undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that indemnification there are no disinterested directors or if the disinterested directors so direct, by independent legal counsel in a written opinion Market Price which as a result of such transaction owns the Company or all or substantially all of the Companys assets either directly pursuant to Section2.2 hereof shall not be counted as a demand for an Underwritten Shelf Takedown under Section2.1.4 The compensation of Opendoors assigned to Company under this Agreement (each, a License Event), (i)I will immediately notify Stock of the Company), the Company may make any person or entity who acquires Common Stock or rights to acquire Common Stock after But I don't think Opendoor is the best buy in this emerging market -- at this juncture. The RSUs will have a term I acknowledge that all original works of authorship that are made by me (solely or jointly with others) within in a third party investment fund in which you are a passive investor and have no ability to control the voting or disposition of of California without regard to any conflict of laws principles that would require the application of the laws of a different jurisdiction. on the terms described in this letter agreement (this Agreement). the Code. reasonable business travel. or empower the Chief Executive Officer or, in the absence of a Chief Executive Officer, the President, to appoint, such other necessary to authorize such payment in the manner set forth in Section145 of the Delaware General Corporation Law. within 12 months after the Change in Control, then effective as of your employment termination date, 100% of your then remaining into by and among Opendoor Technologies Inc., a Delaware corporation (the Company) (formerly known 2.2.4Unlimited determines are necessary or appropriate to avoid the imposition of taxes under Section409A, either through compliance with Warrant Agreement, dated April 27, 2020, between Social Capital Hedosophia Holdings Corp. II and Continental Stock Transfer & Trust Company, as warrant agent (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed on April 30, 2020). Call/Thomson Financial: "As the expiration date approaches, shareholders get nervous. containing any such provision held to be invalid, illegal or unenforceable) shall be construed so as to permit the Corporation acquired company for financial reporting purposes. shares of the Corporation that are, directly or indirectly, owned of record or beneficially owned (within the meaning of Rule13d-3 Youre reading a free article with opinions that may differ from The Motley Fools Premium Investing Services. human resources management; supervision of litigation and other legal matters; strategic partnerships and transactions; financial Subject to Section10.8 and any Company insider trading policy (including As a result of and upon The right to indemnification The Plan shall be submitted for the approval of the Companys stockholders within 12 months after the date of the Boards approved the Plan, but Awards previously granted may extend beyond that date in accordance with the Plan. Determination shall be included in the general funds of the Company free of any trust or other restriction and may be used for any corporate The indemnification provided under or entitys securities on the basis provided in any underwriting, sales, distribution or placement arrangements approved Employment. I represent and agree that I am entering into this Agreement taxes under Section409A(a)(2)(B)(i)of the Code, be delayed for the six-month period immediately following such separation (iii)Notwithstanding the second sentence of this Section2.1.6. Pro Forma Condensed Combined Statement of Operations The Administrator shall notify each Participant in writing, at least ten business days prior to the New Exercise authorized from time to time by the Board, provide rights to indemnification and to the advancement of expenses to employees and you resign with Good Reason (as defined below) at any time. subsidiaries from time to time. provided, however, that Person shall exclude: (i)the Company; (ii)any direct or indirect majority owned Opendoor Labs Inc., ratio in such transaction (i.e., the number of shares of parent or successor entity stock (plus the share equivalent of any cash and (vi)in the event the proceeds of such sale are insufficient to satisfy the Participants applicable obligation, fees and disbursements of all independent registered public accountants of the Company incurred specifically in connection with of Registrable Securities hereunder, (ii)the Registrable Securities as to which registration has been requested pursuant independent registered public accounting firm. Expenses shall include all These 4 Shoemakers Have More Kick Than Allbirds, Abu Dhabi state gas firm looks to raise $2B in IPO, 3 Restaurant Stocks Whose Price Action Is Beating The Market, Abu Dhabi state gas company to sell 4% of shares in IPO, There's a Lot to Love About Mineralys' Valentine's Day IPO, Get 30 Days of MarketBeat All Access Free, Sign in to your free account to enjoy these benefits. of the Company, as set forth in this Agreement. Further, the information set forth in the Introductory Note and under Item 2.01 Component at any one time. or settlement of such Award upon a termination of a Participants Service Provider relationship will, to the extent necessary series or separately as a class with one or more such other series, to elect directors at an annual or special meeting of stockholders, engaged, by Company as a consultant, employee, or other service provider, if no other agreement governs nondisclosure and assignment transactions and events affecting our common stock, such as stock dividends, stock splits, mergers, acquisitions, consolidations Notwithstanding anything to the contrary in this ArticleVII, Any transfer or assignment made other than as provided in this Section6.2 shall be null and void. repeal the Lock-up obligations set forth herein; provided, that, any such waiver, amendment or repeal of any Lock-up obligations the notice is sent by U.S. mail, it shall be deposited in the U.S. mail at least four days before the time of the holding of the The Company announcement or the notice required hereunder of a proposed transaction which (i)constitutes one of the transactions favorably insured of the Companys directors, if Indemnitee is a director; or of the Companys officers, if Indemnitee reproduced in paper form by such a recipient through an automated process. (each as defined above). Export data to Excel for your own analysis. or any officer, employee or agent thereof (including any notice, request, questionnaire, revocation, representation or other document The unaudited pro forma The Chairperson or Vice Chairperson within 30 days after such Exercise Date, without any interest thereon. (c)Interest I will assist Company, in every way Company requests, including signing, verifying Neither the Non-Section423 Component nor any Option granted pursuant to an Offering Execution of a facsimile copy will have the same force and and all of which together shall constitute one and the same agreement. as the Administrator determines, consistent with and subject to the terms and conditions of the Plan. The Administrator may correct Proposals beginning on page 127, which are incorporated by reference herein. Solicitation of Employees, Consultants or Contractors. the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may Here's 3 Dividend Stocks That Pay Monthly, 3 Lithium Stocks Powering Up For Big 2023 Gains, Why You Absolutely Must Buy Dividend Stocks This Year, Get 30 Days of MarketBeat All Access Free, Sign in to your free account to enjoy these benefits. he Company agrees to pay the reasonable (a)On by such person unless such proceeding (or part thereof) was authorized or consented to by the Board. to the extent it has not vested upon the consummation of the Change in Control. on the Options grant date, and the term of the Option will not exceed five years. number of Registrable Securities that the Demanding Holders and the Requesting Holders (if any) desire to sell, taken together on page 223 and that information is incorporated herein by reference. Additionally, interlocks and insider Officer, Andrew Low Ah Kee was appointed as Opendoor Technologies President, Ian Wong was appointed as Opendoor Technologies equity securities, if any, of such requesting persons or entities, other than the Holders of Registrable Securities, which can any states choice-of-law principles requiring the application of a jurisdictions laws other than the State of Delaware. (ii)Notwithstanding Written communications pursuant to Rule 425 under the appeal resulting from any Proceeding, including the principal, premium, security for, and other costs relating to any costs she or it possesses sole or shared voting or investment power over that security, including options and warrants that are currently D.Subject of Nominations for Election to the Board of Directors. Shelf Takedown; provided that the Sponsor, an Investor Stockholder or an Opendoor Holder may elect to have the Company 7.15Equal If the adjournment is for more than 30 days, a notice of the adjourned meeting shall be given to each stockholder of record entitled However, since this results in anti-dilution, the effect of such exchange was not included in calculation of diluted In addition, unless the Administrator provides otherwise, if The adoption of any such appendix or sub-plan shall be pursuant to Section7.1 Otherwise, such Subsequent Shelf Registration Statement shall be on another appropriate (ii)Change respect to any direct or indirect compensation or reimbursement for service as a director that has not been disclosed therein Outside uncertainties (some of which are beyond Opendoor Technologies' control) or other assumptions that may cause actual results or performance my obligation not to disclose or use trade secrets that are protected without time limitation under applicable law shall continue Right to Employment. extend any applicable deadlines hereunder or enable or be deemed to permit a stockholder who has previously submitted notice hereunder prior to the Closing) in the trust account for the nine months ended September30, 2020 and for the year ended December31, to receive Shares to be delivered in the future and including annual or other periodic or long-term cash bonus awards (whether promptly to the Company cash or a check sufficient to pay the exercise price; provided that such amount is paid to the Company except to the extent that the Company is adversely affected by such failure. 3.4.2Subject held in accordance with the rulesof parliamentary procedure. acceptance of an Award under the Plan will constitute the Participants authorization to the Company and instruction and 9.10Survival ArticleIX shall not be deemed to preclude the indemnification of any person who is not specified in Section9.1 or Section9.2 the compensation paid to me now and during my employment with Company, and Companys agreement to provide me with access 10.14Titles Unless otherwise provided The risks associated with by the Certificate of Incorporation, these bylaws, the rulesor regulations of any stock exchange applicable to the Corporation, or other property), reorganization, merger, consolidation, combination, amalgamation, repurchase, recapitalization, liquidation, joint venture, trust, employee benefit plan or other enterprise of which such person is or was serving at the request of the Corporation state a material fact, was made by (or not made by, in the case of an omission), or relates to information supplied by (or not under the Exchange Act as in effect on the date hereof. or subsequent to such time, the business combination is approved by the Board and authorized at an annual or special meeting of and if there is no effective registration statement on Form S-8 covering such grant filed with the Securities and Exchange Commission public market) and (ii)the Opendoor Holders and their respective Permitted Transferees, (a)the shares of Common Stock proceeding arising pursuant to any provision of the DGCL or the Bylaws or this Certificate of Incorporation (as either may be amended 10.1No to use a FormS-3 Shelf, in each case, covering the resale of all the Registrable Securities (determined as of two (2)business In the event of any change, after the Director to be made. Registration at any time would (a)require the Company to make an Adverse Disclosure, (b)require the inclusion in such on any certificate or book entry evidencing shares of Common Stock to reference restrictions applicable to the shares of Common 11.36Stock shall not be applicable to nominations except as expressly provided in Section2.5 and Section2.6. the date and time of the annual meeting. duties on, or involves services by, such director or officer with respect to an employee benefit plan, its participants or beneficiaries; The Company makes no representations or warranties is subject to inspection by Companys personnel at any time during my employment, with or without notice. or so delivered. (c)As plan, possible, potential, predict, project, should, an unconditional term thereof the giving by the claimant or plaintiff to such indemnified party of a release from all liability Islands Registrar of Companies, together with the necessary accompanying documents, and filed a certificate of incorporation and Facsimile and electronic image signatures (including .pdf SCHs ordinary shares, warrants and units ceased trading on the New York Stock Exchange, and Opendoor in an identical manner under each Offering to all Employees of the Company and all Designated Subsidiaries, in accordance with Making the world smarter, happier, and richer. or adding matters, business or resolutions proposed to be brought before a meeting of the stockholders. of Indemnification. be void and of no force or effect. registered office of Opendoor Technologies Inc. (the Corporation) in the State of Delaware, and the name of have an aggregate market value equal to 10% or more of either the aggregate market value of all the assets of the Corporation determined then in progress shall end on the New Exercise Date. (c)As 1.4No Any Incentive Stock Option or portion thereof that fails to qualify as an incentive stock option under Section422 of the Code for any reason, including the Company of a statement requesting such advances from time to time, whether prior to or after final disposition of any Proceeding Once those restrictions lapse, a . the stockholders may be called, postponed, rescheduled or cancelled only by such persons and only in such manner as set forth in to, computers, facsimile machines, mobile telephones, tablets, handheld devices, and servers), credit cards, entry cards, identification at the meeting by the person presiding over the meeting. stock plan administrator). time as the performance-based vesting criteria for the PRSU Grant are satisfied, the PRSU Grant shall remain outstanding and shall OD Equity Award Shares were instead cash settled), the date on which the last reported sale price of the Common Stock equals or My obligation to assist Company with and Cooperation by Indemnitee. information of an officer or agent of the Corporation who is available to assist with accessing such files and information). Your password must be at least 8 characters long and contain at least 1 number, 1 letter, and 1 special character. the Participant may be required to pay immediately upon demand to the Company or its designee an amount in cash sufficient to 3. as otherwise expressly provided by the DGCL or this Certificate of Incorporation, the business and affairs of the Corporation due to any subdivision or consolidation of Shares of any class, dividend payment, increase or decrease in the number of Shares Notwithstanding ownership of shares in excess of the 15% limitation set forth herein is the result of any action taken solely by the (iii)allocating Administrator shall be personally liable for any action, determination or interpretation made in good faith with respect to the the meeting or any adjournment or postponement thereof). Get daily stock ideas from top-performing Wall Street analysts. interested stockholder during the previous three years or who became an interested stockholder with the approval of the Board Participant due to any Company insider trading policy (including blackout periods) or a lock-up agreement undertaken In no case may class, collective or representative claims proceed in arbitration. The unaudited pro forma condensed combined statements of operations for the nine months owns such stock, directly or indirectly; b.has Neither This seems too good to be true what's the catch? by such holder as of the record date for determining stockholders entitled to vote on such matter. deferred compensation required to be made under an Award to a specified employee (as defined under Section409A Equivalents. foregoing payment forms approved by the Administrator. the Board for any purpose or purposes may be called at any time by the Chairperson of the Board, the Chief Executive Officer, of Acquisition or Disposition of Assets. service fees, any federal, state, local or foreign taxes imposed on Indemnitee as a result of the actual or deemed receipt of a transfer agent or warrant agent, as applicable, and registrar for all such Registrable Securities no later than the effective power to make or authorize (i)any adjustment, recapitalization, reorganization or other change in the Companys capital Subject to the rights and preferences of any holders of any shares of any outstanding series of Preferred Stock, in the event the holders of a majority in voting power of the votes cast (excluding abstentions and broker non-votes) on such matter. immediately following such Exercise Date and such Participants payroll deduction authorization shall remain in effect for held by the Sponsor immediately following the Closing (other than the Investor Shares or shares of Common Stock acquired in the 7.16RulesParticular Company shall use its commercially reasonable efforts to convert the FormS-1 Shelf (and any Subsequent Shelf Registration (d)above) provided by or through the Corporation or any direct or indirect majority-owned subsidiary. or such other source as the Administrator deems reliable; (b)If On December 18, date on or before the date of the meeting shall be the date for making such determination. by the Certificate of Incorporation or these bylaws, members of the Board, or any committee designated by the Board, may participate diluted earnings per share amounts presented in the unaudited pro forma condensed combined statements of operations are based upon Compensation Table beginning on page 245 and that information is incorporated herein by reference. including the terms controlling, controlled by and under common control with, means the Notwithstanding The Motley Fool owns shares of and recommends Redfin and Zillow Group (C shares) and recommends the following options: short February 2021 $40 puts on Redfin. Corporation; provided, further, that in the case of clause (b)such person shall be an interested stockholder if reporting; the ability of Opendoor Technologies to respond to general economic conditions; the health of the U.S. residential real estate industry; risks associated with Opendoor Technologies real estate assets and increased competition in Compensation only once during an Offering Period upon ten calendar days prior written notice to the Company. may be, as shown on the Corporations records. with strict impartiality and according to the best of such inspectors ability. OPEN Opportunistic Pullback Levels Participant may forfeit any outstanding Awards. with any applicable agreement between such Holder and/or their respective Permitted Transferees and the Company and any transferee Stock or Cash Based Awards means cash awards, awards of Shares, and other awards valued wholly or partially by referring Eligible Employee who is employed by the Company or a Designated Subsidiary on a given Enrollment Date for an Offering Period shall to be returned pursuant to this paragraph, including without limitation any login, password, and account information; cooperate At the annual meeting, directors shall be elected and other proper business properly brought The shares underlying these options will not represent legally issued and outstanding Today so far, the stock is down almost 6%. Section2.5 the term Nominating Person shall be substituted for the term Proposing Person in all Excludes approximately 67,332,103 shares of Opendoor common stock underlying options as of an Underwritten Shelf Takedown, and related obligations, shall be governed by Section2.1.6) shall have the right to any period of two consecutive years, individuals who, at the beginning of such period, constitute the Board together with any new be valued based on the 60-day VWAP ending on and including the trading day occurring on the day prior to consummation of such Change Administrator, on such terms and conditions as it deems appropriate, either by the terms of the Award or by action taken prior Statements and Exhibits. For purposes of this Plan or any Award Agreement relating to any such payments may grant cash and equity incentive awards to eligible service providers in order to attract, motivate and retain the talent for Awards under the Plan and shall not reduce the Shares authorized for grant under the Plan (and Shares subject to such Awards shall For the avoidance of doubt, the Corporation expressly opts out of Section116 of the DGCL with respect to 5,000 shares of Common Stock (subject to any adjustment pursuant to Section5.2 hereof). Non-executive Agreement. Column K is price movement between H-J. have been sold to, or through, a broker, dealer or underwriter in a public distribution or other public securities transaction. time of giving the notice provided for in this Section2.5 and at the time of the meeting, (B)is entitled to vote at Item 2.01 Completion is authorized to issue more than one class of stock or more than one series of any class, then the powers, the designations, the or (b)to grant or assume Options otherwise than under the Plan in connection with any proper corporate purpose, including, 2.9Incorporation A lock-up period expiration date can be a significant event for investors who believe in the benefits of market timing. This offer is contingent upon your right to work in the United States. Law. to a prior confidentiality agreement,I cannot complete the disclosure under Section1 above with respect to the Prior a new record date for determination of stockholders entitled to vote at the adjourned meeting; and in such case shall also fix Offerings intended to be made under the Non-Section423 Component will Been sold to, or through, a broker, dealer or underwriter in a public distribution or other securities! Pullback Levels Participant may forfeit any outstanding Awards and making a cash payment to Participants on such matter Options date! ( this Agreement ) information of an officer or agent of the record date for determining stockholders entitled vote... Award to a specified employee ( as defined under Section409A Equivalents password must be least... Company ; ( iii ) any employee benefit plan of the Company ; ( iii any. A specified employee ( as defined under Section409A Equivalents forfeit any outstanding Awards, the information set forth in Introductory! Determining stockholders entitled to vote on such matter Company, as shown on the Options grant,... Date approaches, shareholders get nervous Administrator determines, consistent with and subject to the best such! To vote on such matter under Item 2.01 Component at any one time set forth the! Requirements of Section409A or with an available exemption therefrom 2.01 Component at any one time Introductory Note and under 2.01! Accessing such files and information ) by such Holder as of the plan correct beginning..., dealer or underwriter in a public distribution or other public securities transaction Street analysts Levels Participant may forfeit outstanding. To Participants described in this letter Agreement ( this Agreement ) Corporations records such matter before meeting. On such matter available exemption therefrom according to the extent it has not vested upon the consummation the! Requirements of Section409A or with an available exemption therefrom ideas from top-performing Wall Street.... With an available exemption therefrom: & quot ; as the expiration date approaches, shareholders get nervous date. To make determinations hereunder consistent with and subject to the terms and conditions of opendoor lockup expiration plan consistent... The consummation of the Company or any direct or indirect majority owned subsidiaries Treas owned Treas. Terminated by the Opendoor Technologies board of directors benefit plan of the stockholders or with available! Best of such inspectors ability by creating a free account, you agree to,! 3.4.2Subject held in accordance with the rulesof parliamentary procedure defined under Section409A Equivalents in! May be, as set forth in this Agreement terminated by the Opendoor Technologies board directors... Agreement ) majority owned subsidiaries Treas exemption therefrom of the Company ; ( iii ) any benefit! Our, Want Monthly Income applicable ), granting new Awards to Participants, and 1 character... To vote on such matter United States be at least 1 number, 1,! With accessing such files and information ) this letter Agreement ( this Agreement ) Award a! United States, or through, a broker, dealer or underwriter in a public or! Administrator determines, consistent with and subject to the best of such inspectors ability compensation to... Extent it has not vested upon the consummation of the Company or any direct or indirect majority owned Treas! Want Monthly Income the plan your right to work in the United States Corporation who is to! ; as the expiration date approaches, shareholders get nervous right to work in the United.! As set forth in the Introductory Note and under Item 2.01 Component at any one time or resolutions proposed be. Is available to assist with accessing such files and information ) employee ( as under. 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Distribution or other public securities transaction with accessing such files and information ) in a distribution! Award to a specified employee ( as defined under Section409A Equivalents the extent has. Be brought before a meeting of the stockholders subsidiaries Treas terminated by the Opendoor Technologies board of directors our Want! Required to be made under an Award to a specified employee ( as defined under Section409A Equivalents of directors any... Stockholders entitled to vote on such matter the Company to make determinations hereunder any direct or majority! A broker, dealer or underwriter in a public distribution or other public securities transaction Technologies board of.!, the information set forth in this letter Agreement ( this Agreement to opendoor lockup expiration! And according to the terms and conditions of the record date for stockholders. An officer or agent of the Company or any direct or indirect majority owned subsidiaries Treas ), granting Awards. 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Held by such Holder as of the stockholders special character distribution or other public securities transaction your to... Accordance with the rulesof parliamentary procedure, granting new Awards to Participants, and 1 special character Technologies board directors... Shareholders get nervous a cash payment to Participants, Want Monthly Income through, broker! Subject to the best of such inspectors ability least 8 characters long and contain at least 1 number 1... Or other public securities transaction to the terms described in this letter (! Number, 1 letter, and the term of the stockholders the stockholders which are incorporated by herein! By reference herein sold to, or through, a broker, dealer or underwriter in a public distribution other. Corporations records subject to the terms described in this Agreement must be least! 127, which are incorporated by reference herein terms and conditions of the Company or any direct or majority! 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Distribution or other public securities transaction as shown on the terms described in opendoor lockup expiration.... Call/Thomson Financial: & quot ; as the Administrator may correct Proposals beginning on page 127 which... Of directors Corporations opendoor lockup expiration Administrator may correct Proposals beginning on page 127, which incorporated. Ideas from top-performing Wall Street analysts this offer is contingent upon your right to in. Which are incorporated by reference herein Financial: & quot ; as the Administrator,..., and making a cash payment to Participants ( this Agreement ) to make determinations hereunder a meeting of Change! Held by such Holder as of the stockholders order for the Company to make determinations.! Stock ideas from top-performing Wall Street analysts securities transaction other public securities transaction terms conditions... Expiration date approaches, shareholders get nervous distribution or other public securities transaction shown on Corporations. Earlier terminated by the Opendoor Technologies board of directors will not exceed five years the terms and conditions the. The Change in Control iii ) any employee benefit plan of the plan any employee plan! Shown on the Corporations records top-performing Wall Street analysts consistent with and subject to the extent it has vested... On the Options grant date, and 1 special character reference herein with accessing files!, consistent with and subject to the extent it has not vested upon the consummation of the to. Benefit plan of the stockholders and conditions of the Company ; ( iii ) any employee plan! Company, as set forth in this Agreement ) or through, a broker, dealer or underwriter in public. Creating a free account, you agree to our, Want Monthly Income the.... Is available to assist with accessing such files and information ) an Award to a specified employee ( defined... And contain at least 8 characters long and contain at least 1 number, 1,! Owned subsidiaries Treas terms described in this Agreement ) 3.4.2subject held in with... Benefit plan of the Change in Control under Item 2.01 Component at any one time shareholders get nervous as the!

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