Annual Grant. Without any further action of the Board, at the close of business on the date of each annual meeting of the Company’s stockholders (each, an “Annual Meeting”), each person who is then a Non-Employee Director will automatically be granted: # a Nonstatutory Stock Option to purchase a number of shares of the Company’s common stock (the “Annual Option Grant”) with a value of $70,000 determined using Black-Scholes’ valuation methodology based on the average closing price of the Company’s common stock over the 90 calendar days prior to the grant date and with such number of shares rounded down to the nearest whole share and # an RSU award covering a number of shares of Company’s common stock (the “Annual RSU Grant” and, together with the Annual Option Grant, the “Annual Grants”) with a value of $70,000 determined by dividing such dollar value by the average closing price of the Company’s common stock over the 90 calendar days prior to the grant date and rounding down to the nearest whole share. Each Annual Grant will vest upon the earlier of the one (1) year anniversary of the grant date or the day prior to the Company’s next Annual Meeting occurring after the grant date, subject to the Non-Employee Director’s Continuous Service through the vesting date.

Annual Grant. Without any further action by the Board or Compensation Committee, at the close of business on the date of each Annual Meeting of the Company’s stockholders, each person who is then a continuing Non-Employee Director will automatically be granted a RSU Award (each, an “Annual Grant”) covering a number of shares of Common Stock equal to # $80,000 divided by # the closing sales price per share of the Common Stock on the date of the applicable Annual Meeting (or, if such date is not a business day, the first business day thereafter). Each Annual Grant will vest on the earlier of # the first anniversary of the applicable grant date and # the day before the next Annual Meeting following the applicable grant date, subject to the Non-Employee Director’s Continuous Service through the vesting date.

Annual Grant. Outside Directors are annually awarded equity compensation on the first business day of the Company’s fiscal year in the form of options based on a targeted delivered value of $135,000 (the “Annual Grant”). The number of options awarded to each director in the Annual Grant is based on the targeted delivered value divided by the Black-Scholes value of an option as calculated by the Company’s compensation consultant for a given year.

Annual Grant. Each Outside Director will be automatically granted a NSO and RSUs (together, an “Annual Grant”) with a combined Value of $160,000, provided that the number of Shares covered by the Annual Grant shall be rounded down to the nearest whole Share, once each calendar year. The allocation of Value between the NSO and RSUs subject to the Annual Grant shall be determined in accordance with the Methodology as defined below.

Annual Grant. Without any further action of the Board, at the close of business on the date of each annual meeting of the Company’s stockholders, each person who is then a Non-Employee Director will automatically be granted either # a Nonstatutory Stock Option to purchase 15,750 shares of common stock or # a restricted stock unit (“RSU”) covering 7,875 shares of common stock ((A) or (B) as applicable, the “Annual Grant”). Whether the Annual Grant for any particular year takes the form of a Nonstatutory Stock Option or an RSU shall be determined prior to each annual meeting of the Company’s stockholders by the Board or the Compensation Committee; provided that absent a determination for any given year, the Annual Grant shall take the form of a Nonstatutory Stock Option. Each Annual Grant will vest in full on the earlier of the one-year anniversary of date of grant, or the date of the next annual meeting of the Company’s stockholders.

Annual Grant. Without any further action by the Board or Compensation Committee, at the close of business on the date of each Annual Meeting of the Company’s stockholders, each person who is then a continuing Non-Employee Director will automatically be granted a RSU Award (each, an “Annual Grant”) covering a number of shares of Common Stock equal to # $80,000 divided by # the closing sales price per share of the Common Stock on the date of the applicable Annual Meeting (or, if such date is not a business day, the first business day thereafter). Each Annual Grant will vest on the earlier of # the first anniversary of the applicable grant date and # the day before the next Annual Meeting following the applicable grant date, subject to the Non-Employee Director’s Continuous Service through the vesting date.

Annual Grant. Without any further action of the Board, at the close of business on the date of each annual meeting of the Company’s stockholders (each, an “Annual Meeting”), each person who is then a Non-Employee Director will automatically be granted: # a Nonstatutory Stock Option to purchase a number of shares of the Company’s common stock (the “Annual Option Grant”) with a value of $82,500 determined using Black-Scholes’ valuation methodology based on the average closing price of the Company’s common stock over the 90 calendar days prior to the grant date and with such number of shares rounded down to the nearest whole share and # an RSU award covering a number of shares of Company’s common stock (the “Annual RSU Grant” and, together with the Annual Option Grant, the “Annual Grants”) with a value of $82,500 determined by dividing such dollar value by the average closing price of the Company’s common stock over the 90 calendar days prior to the grant date and rounding down to the nearest whole share. Each Annual Grant will vest upon the earlier of the one (1) year anniversary of the grant date or the day prior to the Company’s next Annual Meeting occurring after the grant date, subject to the Non-Employee Director’s Continuous Service through the vesting date.

Annual Grant. Without any further action by the Board, at the close of business on the date of each Annual Meeting of the stockholders of the Company (“Annual Award Grant Date”) following the Amendment Date, each person, other than a New Director, who is then a Non-Employee Director (a “Continuing Director”) will automatically be granted a Nonstatutory Stock Option (an “Annual Option Grant”) and RSUs (an “Annual RSU Grant”, and together with the Annual Option Grant, the “Annual Grant”) with an aggregate grant date fair value of the Annual Option Grant and Annual RSU grant of $275,000 (the “Annual Grant Maximum Value”), as follows:

Annual Grant. Beginning in fiscal 2019 and for each subsequent fiscal year, Executive shall be eligible to participate in, and receive grants of stock options, restricted stock, restricted stock units or other forms of equity compensation subject to the terms of any of [[Company:Organization]]’s equity compensation plans and related documents, including, without limitation, the Plan (the “Annual Grant”). The terms and conditions of each Annual Grant, including, without limitation, with respect to the form of such equity compensation and vesting terms thereof, shall be determined by the Committee in its sole discretion.

Annual Grant. Beginning at the Annual Meeting following his or her election to the Board, each Outside Director shall receive an annual grant (the “Annual Grant”) of 10,000 options for shares of the Company’s common stock. If an Outside Director was elected to the Board other than at an Annual Meeting, his or her first Annual Grant shall begin on the first anniversary of the date of such election and the number of options shall be pro-rated from that date until the next Annual Meeting. The exercise price of the options shall be the closing price of the Company's common stock on the Nasdaq National Market on the date of grant of the options. Options shall vest over a 12 month period in equal quarterly installments, effective immediately upon grant and subject to continued service as an Outside Director. The term of each option shall be ten years from the date the option is granted.