Annual Equity Award. A person who is a Non-Employee Director immediately following each annual meeting of the Company's stockholders and who will continue to serve as a Non-Employee Director following such annual meeting shall be automatically granted on the second market trading day following the date of each such annual meeting a restricted share unit award with a grant date value equal to ​ (the "Annual Equity Award"). The Annual Equity Award shall vest on the earlier of the first anniversary date of the grant date or the date of the Company's next subsequent annual meeting of stockholders following the grant date.

Annual Equity Award. A person who is a Non-Employee Director immediately following each annual meeting of the Company'Company’s stockholders and who will continue to serve as a Non-Employee Director following such annual meeting shall be automatically grantedgranted, on the second market trading day following the date of each such annual meetingmeeting, a restricted share unit award with a grant date value equal to ​ (the "Annual“Annual Equity Award"Award”). The Annual Equity Award shall vest on the earlier of the first anniversary date of the grant date or the date of the Company'Company’s next subsequent annual meeting of stockholders following the grant date.

Annual Equity Award. A person who is a Non-Employee Director immediately following each annual meeting of the Company'Company’s stockholdersshareholders and who will continue to serve as a Non-Employee Director following such annual meeting shall be automatically grantedgranted, on the second market trading day following the date of each such annual meetingmeeting, a restricted share unit award with a grant date value equal to ​ (the "Annual“Annual Equity Award"Award”). The Annual Equity Award shall vest on the earlier of the first anniversary date of the grant date or the date of the Company'Company’s next subsequent annual meeting of stockholdersshareholders following the grant date.

Pro-Rated Annual Equity Award. A person who isOn the fifth market trading day following a Non-Employee Director immediately following each annual meeting of the Company'person's stockholders and who will continue to serveinitial appointment as a Non-Employee Director followingDirector, and provided such annual meetingperson has not otherwise received an Annual Equity Award for the relevant year under [Section 3(a)], the Non-Employee Director shall be automatically granted on the second market trading day following the date of each such annual meeting a restricted share unit award with a grant date value equal to ​, in each case multiplied by a fraction, the numerator of which is 365 less the number of days that have elapsed since the date of the Company's last annual meeting of stockholders and the Non-Employee Director's date of initial appointment, and the denominator of which is 365 (the "Annual Equity"Pro-Rated Award"). The Annual EquityPro-Rated Award shall vest on the earlier of the first anniversary date of the grant date or the date of the Company's next subsequent annual meeting of stockholders following the grant date.date of the Non-Employee Director's appointment to the Board.

Pro-Rated Annual Equity Award. A person who isOn the date of a Non-Employee Director immediately following each annual meeting of the Company'person’s stockholders and who will continue to serveinitial appointment as a Non-Employee Director following(or, if such annual meetingdate is not a market trading day, the first market trading day thereafter), and provided such person has not otherwise received an Annual Equity Award for the relevant year under [Section 3(a)], the Non-Employee Director shall be automatically granted on the second market trading day following the date of each such annual meeting a restricted share unit award with a grant date value equal to ​ multiplied by a fraction, the numerator of which is 365 less the number of days that have elapsed since the date of the Company’s last annual meeting of stockholders and the Non-Employee Director’s date of initial appointment, and the denominator of which is 365 (the "Annual Equity Award"“Pro-Rated Award”). The Annual EquityPro-Rated Award shall vest on the earlier of the first anniversary date of the grant date or the date of the Company'Company’s next subsequent annual meeting of stockholders following the grant date.date of the Non-Employee Director’s appointment to the Board.

Annual Equity Award. A person who is a Non-Employee Director immediately followingAward: On the close of business on the date of each annual meeting of stockholders, without any further action by the Company's stockholdersBoard, each Non-Employee Director then in office, and who will continue to servecontinues as a Non-Employee Directormember of the Board following suchthe annual meeting of stockholders, shall be automatically grantedreceive an equity grant, pursuant to the terms of the Company’s 2020 Omnibus Equity Incentive Plan (the “Equity Plan”), in the form of restricted stock with a fair market value, on the second market trading day following the date of each such annual meeting a restricted share unit award with a grant date valuegrant, equal to ​ (the "Annual“Annual Equity Award"Grant Value”). The number of shares subject to the restricted stock award will be determined by dividing the Annual Equity Award shallGrant Value by the average closing price of a share of the Company’s common stock over the 15 trading days preceding and ending on the date of grant, rounded down to the nearest whole share. The annual equity award will vest on the earlier of (i) the firstone-year anniversary of the date of the grant date orgrant; and (ii) the date of the Company's next subsequentannual meeting of stockholders, provided that the next annual meeting of stockholders followingis at least 50 weeks after the grant date.date of grant. Other terms and conditions related to the annual equity grant, as determined by the Board or the Compensation Committee, shall be set forth in an award agreement in accordance with the terms of the Equity Plan.

Pro-Rated Annual Equity Award. A person who isOn the date of a Non-Employee Director immediately following each annual meeting of the Company'person’s stockholders and who will continue to serveinitial appointment as a Non-Employee Director following(or, if such annual meetingdate is not a market trading day, the first market trading day thereafter), and provided such person has not otherwise received an Annual Equity Award for the relevant year under [Section 3(a)], the Non-Employee Director shall be automatically granted on the second market trading day following the date of each such annual meeting a restricted share unit award with a grant date value equal to ​ multiplied by a fraction, the numerator of which is 365 less the number of days that have elapsed since the date of the Company’s last annual meeting of shareholders and the Non-Employee Director’s date of initial appointment, and the denominator of which is 365 (the "Annual Equity Award"“Pro-Rated Award”). The Annual EquityPro-Rated Award shall vest on the earlier of the first anniversary date of the grant date or the date of the Company'Company’s next subsequent annual meeting of stockholdersshareholders following the grant date.date of the Non-Employee Director’s appointment to the Board.

On the close of the Company's stockholders and who will continue to serve as a Non-Employee Director following such annual meeting shall be automatically grantedbusiness on the second market trading day following the date of each such annual stockholders meeting a restricted share unitof the Company, without further action by the Board, each Non-Employee Director then in office shall receive an equity award with a grant date value equal to ​(the "Annual Equity Award"“Annual Award”). The Annual Equity Award shallwill have an estimated fair value of ​ using valuation methodologies deemed appropriate by the Compensation Committee of the Board or the Board from time to time, in light of commercial considerations deemed necessary to fulfill the goals set forth in this Policy and to align directors with stockholder interests. The Annual Award will be comprised of Restricted Stock Units which will vest onin full upon the earlier of (i) the first anniversary date of the grantvesting start date or (ii) the date ofimmediately prior to the Company'Company’s next subsequent annual meeting of stockholders following the grant date.stockholders.

Annual Equity Award. A person who is aGrant for Non-Employee Directors: Each Non-Employee Director immediately followingwho (i) has been serving on the Board for at least four months as of each annual meeting of the Company'Company’s stockholders (each, an “Annual Meeting”), beginning with the 2023 Annual Meeting, and who(ii) will continue to serve as a Non-Employee Director immediately following such annual meetingAnnual Meeting, shall be granted under the Plan equity awards with a value equivalent to ​, consisting of (1) an option to purchase shares of Common Stock (the “Annual Option”) with the number of shares subject to the Annual Option determined by dividing ​ (50% of ​) by the “Black Scholes” Value, rounded up to the nearest multiple of five, and (2) an award of restricted stock units (the “Annual RSU Award”) with the number of restricted stock units determined by dividing ​ (50% of ​) by the closing trading price of the Company’s Common Stock on the grant date, rounded up to the nearest whole unit. The Annual Option and Annual RSU Award will be automatically granted on the second market trading daydate of the applicable Annual Meeting. The Annual Option shall vest and become exercisable as to 1/12th of the underlying shares on each monthly anniversary of the grant date, provided that the last installment shall vest on the earlier of (i) the first anniversary of the grant date, and (ii) immediately before the next Annual Meeting following the date ofgrant date, subject in each such annual meeting a restricted share unit award with a grant date value equalcase to ​ (the "Annual Equity Award").the Non-Employee Director’s continued service through the applicable vesting date. The Annual EquityRSU Award shall vest on the earlier of (i) the first anniversary date of the grant date ordate, and (ii) immediately before the date of the Company's next subsequent annual meeting of stockholdersAnnual Meeting following the grant date, subject to the Non-Employee Director’s continued service through the applicable vesting date.

Annual Equity Award. A person who is aAwards. Each Non-Employee Director immediately following eachwho # serves on the Board as of the date of any annual meeting of the Company'Company’s stockholders (an “Annual Meeting”) and who# will continue to serve as a Non-Employee Director immediately following such annual meetingAnnual Meeting shall be automatically granted, on the date of such Annual Meeting, an award of restricted stock units that have an aggregate fair value on the date of such Annual Meeting of ​ (as determined in accordance with ASC 718 and with the number of shares of common stock underlying such award subject to adjustment as provided in the Equity Plan). The awards described in this [Section 2(a)] shall be referred to as the “Annual Awards.” For the avoidance of doubt, if the Company’s Annual Meeting does not occur by June 30 of each calendar year, each Non-Employee Director shall be automatically granted an Annual Award on the second market trading day following the date of each such annual meeting a restricted share unit award with a grant date value equal to ​ (the "Annual Equity Award"). The Annual Equity Award shall vest on the earlier of the first anniversary date of the grant date or the date of the Company's next subsequent annual meeting of stockholders following the grant date.June 30.