Initial Grant. Following the effective date of this Plan, each Director shall, effective as of the date of such individual’s initial election or appointment to the Board, be granted a Restricted Stock Unit Award with a grant-date value of approximately ​, rounded down to the nearest whole share.

Initial Grant. Following the effective date of this Plan, each Director shall, effective as of the date of such individual’s initial election or appointment to the Board, be granted a2,000 Restricted Stock Unit Award with a grant-date value of approximately ​, rounded down to the nearest whole share.Units.

InitialAnnual Grant. Following the effective date of this Plan, eachEach Director shall, effective as of the date of such individual’s initial election or appointment to the Board,will be granted annually an Option with a grant-date value of approximately ​ determined using a Black-Scholes option-pricing model and a Restricted Stock Unit Award with a grant-date value of approximately ​, in each case rounded down to the nearest whole share. The Restricted Stock Units granted under this [Section 7(a)] shall be in addition to any RSUs granted to any Director pursuant to [Section 6].

Initial Grant. FollowingExcept as set forth in [Section 7], on the effective datefirst business day of this Plan, each Director shall, effective ascalendar year for the duration of the datePlan (the Grant Date), each person who is a Non-Employee Director shall receive a grant of such individual’s initial election or appointmentRestricted Stock in an amount equal to the Board, be granted a Restrictednumber of shares of Common Stock Unit Award with a grant-date value of approximately ​, rounded downthat the “Base Amount” could have purchased at the Fair Market Value on such Grant Date (rounded up to the nearest whole share.share). The “Base Amount” shall be ​ as previously established as of ​. The Board of Directors, in its sole discretion, may adjust the Base Amount for any Grant Date; provided, that the adjusted Base Amount is established no later than the December 31 immediately prior to the Grant Date on which such Base Amount shall be effective.

InitialAnnual Grant. Following the effective date of this Plan, eachEach Director shall, effective as of the date of such individual’s initial election or appointment to the Board,will be granted annually an Option with a grant-date value of approximately ​ determined using a Black-Scholes option-pricing model and a Restricted Stock Unit Award with a grant-date value of approximately ​, in each case rounded down to the nearest whole share. The Restricted Stock Units granted under this [Section 7(a)] shall be in addition to any RSUs granted to any Director pursuant to [Section 6].

Initial Grant. FollowingEach new Outside Director will receive an initial, one-time restricted stock unit grant, with a Value of ​ (the “Initial Grant”), that vests in three (3) equal installments on the effective date of this Plan, each Director shall, effective asfirst, second, and third anniversary of the dategrant date; provided, however, that all vesting will cease if the director ceases to provide services to the Company, unless the Board determines otherwise prior to the cessation of such individual’s initial election or appointment to the Board, be granted a Restricted Stock Unit Award with a grant-date value of approximately ​, rounded down to the nearest whole share.services.

Initial Grant. FollowingAwards. Except as otherwise determined by the effectiveBoard, each Non-Employee Director who is initially elected or appointed to the Board on any date (including the date of this Plan, each Director shall, effective as ofan Annual Meeting) shall be automatically granted, on the date of such individual’Non-Employee Director’s initial election or appointment (such Non-Employee Director’s “Start Date”), an award of restricted stock units that have an aggregate fair value on such Non-Employee Director’s Start Date equal to ​ (as determined in accordance with ASC 718). The awards described in this [Section 2(b)] shall be referred to as “Initial Awards.” For the Board,avoidance of doubt and notwithstanding anything set forth herein, # no Non-Employee Director shall be granted more than one Initial Award, and # in the event that a Restricted Stock Unit Award with a grant-Non-Employee Director’s Start Date occurs on the date of an Annual Meeting, such Director shall receive an award of restricted stock units that have an aggregate fair value of approximatelyon such Non-Employee Director’s Start Date equal to ​, rounded down (as determined in accordance with ASC 718) (which is meant to represent the nearest whole share.sum of an Initial Award and an Annual Award).

Initial Grant. Following the effective dateA Non-Employee Director will also receive a one-time restricted stock unit award with a value of this Plan, each Director shall, effective as of​ which shall vest annually over three years from the date of such individual’grant following the Non-Employee Director’s initial election or appointment to the Board, be granted a Restricted Stock Unit Award with a grant-date valueBoard of approximately ​, rounded down toDirectors of the nearest whole share.Company.

Initial Grant. FollowingGrants. Upon initial election to our Board, such non-employee director will be granted, automatically and without the effectiveneed for any further action by the Board, an initial equity award of 90,000 restricted stock units (“RSUs”) with respect to shares of our common stock. The initial award shall vest over a three-year period, with one-third of the initial award vesting on each of the first, second and third anniversaries of the grant date of this Plan,the award, in each Director shall, effectivecase, subject to the director’s continued service as a director, employee or consultant with the Company through each applicable vesting date. The vesting of such award shall accelerate as to 100% of the dateaward upon a change in control of such individual’s initial election or appointment to the Board, be granted a Restricted Stock Unit Award with a grant-date value of approximately ​, rounded down to the nearest whole share.Company.

Initial Grant. FollowingRestricted Stock Unit. On the effective date of this Plan,First Trading Day, each Eligible Director shall, effective as of the date of such individual’s initial election or appointment to the Board,shall automatically be granted a Restricted Stock Unit Award with a grant-fair market value (computed as of the date value of approximatelygrant in accordance with applicable financial accounting rules) equal to ​, rounded down (the “Annual Restricted Stock Unit Grant”). The number of shares subject to the Annual Restricted Stock Unit Grant shall be determined using the closing price of the Common Stock on the grant date, and rounding this number to the nearest integer multiple of one hundred (100) shares. With respect to an individual who becomes an Eligible Director during a calendar year after the First Trading Day, such Eligible Director’s Annual Restricted Stock Unit Grant for that year shall have a fair market value obtained by multiplying ​ by a fraction, the numerator of which is the number of whole share.calendar months remaining in the calendar year and the denominator of which is twelve. Such prorated grant shall be made upon the first trading day of the calendar month, within the Company’s open trading window, following the date such individual becomes an Eligible Director, with the number of shares determined using the closing price of the Common Stock on the grant date, and rounding this number to the nearest integer multiple of one hundred (100) shares.