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 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 4,500 shares of common stock or # a restricted stock unit (“RSU”) covering 2,250 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 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 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. 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 RSU Grants. On the date of each annual stockholder meeting of the Company (each, an “Annual Meeting”) held after the Policy Effective Date (“Annual Grant Date”), each Eligible Director who continues to serve as a non-employee member of the Board following such Annual Meeting (including any Eligible Director who is first appointed or elected by the Board at an Annual Meeting) will automatically, and without further action by the Board or the Compensation Committee of the Board, be granted RSUs with respect to shares of the Company’s Common Stock with an aggregate value of $150,000 (the “Annual RSU Grant”). The number of RSUs subject to the Annual RSU Grant will be determined by dividing the grant value by the closing price per share of Common Stock on the applicable Annual Grant Date, rounded to the nearest whole share. The Annual RSU Grant will vest in full on the earlier of # the date of the following year’s Annual Meeting (or the date immediately prior to the next Annual Meeting if the Non-Employee Director’s service as a director ends at such Annual Meeting due to the director’s failure to be re-elected or the director not standing for re-election); or # the one-year anniversary measured from the applicable Annual Grant Date, subject to the Eligible Director’s Continuous Service through such vesting date.

Annual Grant: Unless otherwise determined by the Board, on the date of the Board meeting held each year at which the Board grants executives’ annual equity incentive awards, each Eligible Director who served on the Board for at least six months during the prior calendar year and who continues to serve as a non-employee member of the Board, will be automatically, and without further action by the Board or Compensation Committee of the Board, be granted a stock option for 10,000 shares, or 20,000 shares for Chairman of the Board (the “Annual Grant”). Each Eligible Director will also receive 5,000 restricted stock units (the “Annual RSU Grant”). Each Eligible Director who has served on the Board for less than six months during the prior calendar year and who continues to serve as a non-employee member of the Board, will be automatically, and without further action by the Board or Compensation Committee of the Board, be granted an Annual Grant and Annual RSU Grant pro-rated for the period served during the prior calendar year. The shares subject to the Annual Grant will vest over one year in twelve equal monthly installments subject to the Eligible Director’s Continuous Service (as defined in the Plan) through such vesting date and will vest in full upon a Change in Control (as defined in the Plan). The shares subject to the Annual RSU Grant will vest on the one-year anniversary of the Annual RSU Grant subject to the Eligible Director’s Continuous Service (as defined in the Plan) through such vesting date and will vest in full upon a Change in Control (as defined in the Plan).

Annual Grant. Without any further action of the Board, at the close of business on the date of each Annual Meeting, each person who is then a Non-Employee Director will automatically be granted a Nonstatutory Stock Option to purchase 17,000 shares of common stock (the “Annual Option Grant”). Each Annual Option Grant will vest on the earlier of # the one-year anniversary of the date of grant and # the date immediately prior to the next following annual stockholder meeting of the Company.

Annual Equity Award. Each year, the Board or Compensation Committee will grant each continuing Non-Employee Director # a stock option to purchase 6,000 shares of the Company’s common stock (“Annual Option Grant”) and # an award of 3,000 Restricted Stock Units (“Annual RSU”). Subject to the such Non-Employee Director’s Continuous Service, each Annual Option Grant shall vest in equal increments monthly over a period of twelve months from the first day of the month following the date of grant. Each Annual RSU shall vest in full on March 1st of the year following the year in which the Annual RSU is granted. To be eligible to receive an Annual Grant, a Non-Employee Director must have # served on the Board as of December 31 of the prior year, or # served on the Board for six (6) or more months by the date of the Company’s annual meeting of stockholders.