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Re: maxinkuckee post# 57131

Saturday, 02/24/2018 9:21:25 AM

Saturday, February 24, 2018 9:21:25 AM

Post# of 81999
“A SEC filing states that Mark Cola, President and CTO, invested almost $100,000 on February 20 to exercise an option and purchase 61,750 shares at $1.49 per share.”

Max, Mark did not invest $100K to exercise an option. Based on Mark’s revised employment contract last July

EXHIBIT 10.1 EMPLOYMENT AGREEMENT

8-K

Mark was to be granted two 10-year options (61,750 shares each) on 2/21/18 with an exercise price of $1.49 (based on the closing price on 2/21/18). These options vest over the next 17 months, starting on 3/15/18 (7264 shares per month).

The options cannot be exercised and turned into shares until they vest, and only after the options have vested and have been exercised, will the shares have been "purchased".

So no shares were purchased by Mark in February. Per the Form 4, options were granted that can be exercised over the next 10 years, but as of now, none of the options have vested. Vesting will slowly occur over the next 17 months.

Pursuant to the Employment Agreement, if Mr. Cola remains employed by the Company through February 21, 2018, the Company has agreed to grant Mr. Cola under the Company's equity incentive plan (i) a ten-year non-qualified stock option to purchase 61,750 shares of the Company’s common stock ("Option A"), and (ii) a ten-year non-qualified stock option to purchase 61,750 shares of the Company's common stock ("Option B", and together with Option A, the "Options"), with the Options each (a) to have an exercise price equal to the closing price of the Company’s common stock on the date of grant (i.e., February 21, 2018), (b) to vest and become exercisable in seventeen equal (as closely as possible) monthly installments on the 15th day of each month commencing on March 15, 2018, subject in each case to Mr. Cola's continuing employment, and (c) to be on such other terms set forth in the Company's standard form of non-qualified stock option agreement (except that the definition of "Termination For Cause" under such agreement will be replaced with the definition of "Cause" under the Employment Agreement). Additionally, (x) upon the occurrence of a Corporate Transaction, all stock options of the Company held by Mr. Cola as of the date of such applicable Corporate Transaction will remain outstanding and exercisable in accordance with their terms (except as provided in the Employment Agreement and as set forth in (y) below), and (y) upon the occurrence of a Change of Control (as defined in the Employment Agreement), his unvested stock options will fully vest.