Equity Awards. Promptly following the Effective Date, the Company shall grant you restricted stock units (“RSUs”) with respect to Company common stock with a value of ​ as of the grant date (determined by dividing ​ by the closing price per share of Company common stock on the date of grant). The RSUs shall vest fully upon one year of service, subject to your continued employment or continued service on the Board through the vesting date. The RSUs shall be subject to the terms of the Company’s 2019 Stock Incentive Plan (the “Plan”) and the standard form of RSU agreement thereunder. The foregoing grant shall be in lieu of any equity awards granted to outside directors during the Employment Period pursuant to the Company’s outside director compensation program, as may be amended and/or restated from time to time. In addition, any RSUs or performance-based RSUs that you currently hold will continue to vest in accordance with their terms, subject to your continued service on the Board.

In connection with the Effective Date,commencement of your employment, ​ will recommend to the Company shallBoard of Directors that they grant you restricted stock units (“RSUs”) with respect to Company common stock with a value of ​ as of the grant date (determined by dividing ​ by the closing price per share of Company common stock on the date of grant). The RSUs shall vest fully upon one yearwill have a grant date fair value of service, subject to your continued employment or continued service onapproximately ​ (the "Grant Value"). The actual number of RSU’s granted will typically be determined by using the Board through10 day average closing price preceding the vesting date.board approval of the grant. The RSUs shallwill be subject togoverned by the terms of the Company’​'s 2019 Stock2021 Omnibus Incentive Plan (the “Plan”) and the standard form ofyour RSU agreement thereunder.Agreement with ​ and shall vest over a four year period as follows: 25% after one year and then quarterly thereafter. The foregoing grant shall be in lieu of any equity awards granted to outside directors during the Employment Period pursuant to the Company’s outside director compensation program, as may be amended and/or restated from time to time. In addition, any RSUs or performance-based RSUs that you currently holdvesting commencement date will continue to vest in accordance with their terms, subject to your continued servicebegin on the Board.first quarterly vesting date (March 1st, June 1st, September 1st, December 1st) following board approval.

Award. Employee is awarded under this Agreement the Effective Date, the Company shall grant you restricted stock unitsnumber of Restricted Stock Units (“RSUs”) with respect to Company common stock with a value ofvalued at ​ as of the grant date (determined by dividing ​ byat the closing price per share of Company​ common stock (“Common Stock”) on the date of grant). TheNew York Stock Exchange on the Effective Date. Employee shall become vested in the RSUs shall vest fully upon one year of service,on the applicable Vesting Dates set forth below, subject to your continuedEmployee’s continuous employment or continued service on the Board through the vesting date. The RSUs shall be subject to the terms of the Company’s 2019 Stock Incentive Plan (the “Plan”) and the standard form of RSU agreement thereunder. The foregoing grant shall beapplicable Vesting Date, as defined in lieu of any equity awards granted to outside directors during the Employment Period pursuant to the Company’s outside director compensation program, as may be amended and/or restated from time to time. In addition, any RSUs or performance-basedParagraph 2(c). Any RSUs that you currently holddo not vest will continue to vest in accordance with their terms, subject to your continued service on the Board.be forfeited.

Equity Awards. Promptly following the Effective Date, the Company shall grant you restricted stock units (“RSUs”)Award: In connection with respect to Company common stock withyour commencement of services as a value of ​ asmember of the grant date (determined by dividing ​ by the closing price per share of Company common stockBoard (and its committees, as applicable), effective on the date of grant). The RSUs shall vest fully upon one year of service, subject to your continued employment or continued service on the Board through the vesting date. The RSUs shall be subjectelection to the terms ofBoard, you will receive 10,000 restricted stock units pursuant to the Company’Company’s 20192014 Stock Incentive Plan (the “Plan”“Plan”). Each restricted stock unit represents the right to receive one share of common stock (the “Common Stock”) of the Company. The restricted stock units will vest as follows: # in the event of the initial public offering of the Company’s Common Stock, to the extent the Board determines that you will be allowed to sell shares of the Company’s Common Stock subject to the award in the offering, a corresponding number of restricted stock units will vest immediately prior to such offering, and any remaining restricted stock units will vest in three equal installments on each of the first, second and third anniversaries of such offering, or # if earlier, upon a change in control of the Company. Your continued service to the Company through the applicable vesting date is a condition to such vesting. The Company’s standard form of RSUrestricted stock unit agreement thereunder. The foregoing grant shall be in lieu of any equity awards granted to outside directors during the Employment Period pursuant to the Company’s outside director compensation program, as may be amended and/or restated from time to time. In addition, any RSUs or performance-based RSUs that you currently hold will continue to vest in accordance with their terms, subject togovern your continued service on the Board.award.

Initial Grants. Upon initial election to our Board, such non-employee director will be granted, automatically and without the Effective Date,need for any further action by the Company shall grant youBoard, an initial equity award of 90,000 restricted stock units (“RSUs”) with respect to Companyshares of our common stockstock. The initial award shall vest over a three-year period, with a valueone-third of ​ asthe initial award vesting on each of the first, second and third anniversaries of the grant date (determined by dividing ​ byof the closing price per share of Company common stock on the date of grant). The RSUs shall vest fully upon one year of service,award, in each case, subject to your continued employment orthe director’s continued service onas a director, employee or consultant with the BoardCompany through theeach applicable vesting date. The RSUsvesting of such award shall be subjectaccelerate as to the terms100% of the Company’s 2019 Stock Incentive Plan (the “Plan”) andaward upon a change in control of the standard form of RSU agreement thereunder. The foregoing grant shall be in lieu of any equity awards granted to outside directors during the Employment Period pursuant to the Company’s outside director compensation program, as may be amended and/or restated from time to time. In addition, any RSUs or performance-based RSUs that you currently hold will continue to vest in accordance with their terms, subject to your continued service on the Board.Company.

This letter is also to confirm our understanding, notwithstanding any provision in your Employment Agreement, that you shall receive a one-time special equity award in the Effective Date, the Company shall grant you restricted stock units (“RSUs”) with respect to Companyform of Restricted Share Units (RSUs) of ​ Class B common stock with a grant date value of ​. Such award shall be granted on the tenth (10th) business day immediately following the Effective Date and the number of RSUs granted shall equal the grant date value of ​ as of the grant date (determined by dividing ​divided by the closing price per share of Companythe ​ Class B common stock on the date of grant).grant rounded down to the nearest whole number. The RSUs granted shall vest fully upon one year of service, subject to your continued employment or continued service25% annually on the Board through1st, 2nd, 3rd and 4th anniversaries of the vesting date. The RSUs shall begrant date subject to the termsTerms & Conditions of the Company’s 2019 Stock Incentive Plan (the “Plan”) andaward. In the standard formevent that you are terminated without Cause or resign for Good Reason in accordance with paragraph 11 of RSU agreement thereunder. The foregoing grant shall be in lieu of any equity awards granted to outside directors during the Employment Period pursuant to the Company’s outside director compensation program, as may be amended and/or restated from Agreement, this one-time to time. In addition, any RSUs or performance-based RSUs that you currently hold willspecial equity award shall continue to vest in accordanceat the same time as if you remained actively employed with their terms, subject to your continued service on the Board.Company.

Equity Awards. Promptly followingIn consideration of your covenants set forth in paragraph 12(j) and in order to retain your exclusive services as an Advisor (other than in connection with Permitted Services) during the Effective Date,periods described in paragraph 12, ​ agrees that upon the Company shall grantCommencement Date (or if the Commencement Date is not a trading day, on the first trading day after the Commencement Date) (the “Additional RSU Grant Date”), you will automatically be granted restricted stock units (“RSUs”) with respect to Company common stock withhaving a value ofequal to ​ as(the “Additional RSUs”). The number of Additional RSUs granted on the grant date (determinedAdditional RSU Grant Date (rounded down to a whole unit for any fractional unit) shall be determined by dividing ​the value specified in the preceding sentence by the closing price perof one share of Company common stockClass B Common Stock on the dateAdditional RSU Grant Date. Each Additional RSU shall correspond to one share of grant).Class B Common Stock. The Additional RSUs shall vest fully upon one yearin three (3) equal installments on each of service,the first, second and third anniversaries of the Commencement Date, subject to your continued employmentearlier acceleration or continued service on the Board through the vesting date. The RSUs shall be subject to the terms of the Company’s 2019 Stock Incentive Plan (the “Plan”) and the standard form of RSU agreement thereunder. The foregoing grant shall becancellations as provided in lieu ofparagraph 12(h) or any equity awards granted to outside directors during the Employment Period pursuant to the Company’s outside director compensation program, as may be amended and/or restated from time to time. In addition, any RSUs or performance-based RSUs that you currently hold will continue to vest in accordance with their terms, subject to your continued service on the Board.deferral election.

Subject to approval by the Effective Date,Compensation Committee of the Company shallBoard of Directors, you will receive an initial equity grant you restricted stock units (“RSUs”) with respect to Company common stock with a valuevalued at 500% of your annual base salary (​ asvalue) in the form of Stock Options (50% value) and RSU’s (50% value). The Options will vest over a three-year period on the following schedule: one-year cliff vest for the first third with the remaining two thirds vesting monthly over the remaining 24 months of the grant date (determined by dividing ​ bygrant. These options will be valued using the closing price per share of Company common stock onBSV method and priced at the date of grant).grant which will be at market close on or about May 8th. The RSUs shallRSU awards will vest fullyover a three-year period: 33% cliff vesting upon one yearthe first anniversary of service, subject to your continued employment or continued servicethe grant, 33% vesting on the Board throughsecond anniversary and 33% vesting on the vesting date. The RSUs shall be subject to the termsthird anniversary of the Company’grant. The RSU’s 2019 Stock Incentive Plan (the “Plan”) and the standard form of RSU agreement thereunder. The foregoing grant shallwill also be in lieu of any equity awards granted to outside directors during the Employment Period pursuant to the Company’s outside director compensation program, as may be amended and/on or restated from time to time. In addition, any RSUs or performance-based RSUs that you currently hold will continue to vest in accordance with their terms, subject to your continued service on the Board.about May 8th.