30 unchanged sentences
Equity compensation plans not approved by security holders (5)
−Removed: Equity compensation plans not approved by security holders (6)
In March 2013, our Board adopted a non-employee director’s remuneration policy.
−Removed: (1) On May 2014, our Board approved the grant of non-plan options to the Company’s Scientific Advisory Board (“SAB”).
−Removed: These options have an exercise price of $2,502.00 vest in 4 quarterly installments in arrears, have a cashless exercise feature and a ten-year term.
(1) In January 2020, our Board approved the grant of non-plan options as a material inducement for employment, in accordance with Nasdaq Listing Rule 5635(c)(4), to our newly hired President and General Manager for North America.
5 unchanged sentences
One third vest after one year and the balance vest over eight quarterly installments after the first anniversary;
−Removed: these options have a cashless exercise feature and a six-year term.
+Added: these options have a cashless exercise feature and a six-
22,500 options will commence vesting every calendar year for the next four years, commencing in 2021, and only if certain performance milestones were met in the immediately preceding year.
6 unchanged sentences
these options have a cashless exercise feature and a ten-year term.
−Removed: (5) In January 2023, our Board approved the grant of certain non-plan options as a material inducement for employment, in accordance with Nasdaq Listing Rule 5635(c)(4), to our newly hired Senior Vice President of Growth.
−Removed: The options have an exercise price of $5.97 per share, 100,000 options are time based and vest over a three-year period.
−Removed: One third vests after one year and the balance vests over eight quarterly installments after the first anniversary;
+Added: The option expired on February 4, 2025 following the departure of the employee.
+Added: (4) In February 2024, our Board approved the grant of certain non-plan options as a material inducement for employment, in accordance with Nasdaq Listing Rule 5635(c)(4), to the employees of Twill, Inc.
+Added: The options have an exercise price of $2.55 per share, the options are time based and vest over a two-year period in eight equal amounts.
These options have a cashless exercise feature and a ten-year term.
−Removed: An additional 100,000 options are performance based, and vest over a three-year period.
−Removed: 50,000 performance options will vest upon achieving 2023 or 2024 revenue targets upon the release by the corporation of its annual consolidated financial statements according to GAAP, and 50,000 additional performance options will vest upon achieving 2024 revenue targets.
−Removed: The entire 100,000 performance options will vest upon achieving 2024 revenue targets if the 2023 revenue target was not achieved.
−Removed: (6) In April 2023, our Board approved the grant of certain non-plan options as a material inducement for employment, in accordance with Nasdaq Listing Rule 5635(c)(4), to our newly hired Chief Product Officer.
−Removed: The options have an exercise price of $3.93 per share, 100,000 options are time based and vest over a three-ear period.
+Added: (5) In June 2024, our Board approved the grant of certain non-plan options as a material inducement for employment, in accordance with Nasdaq Listing Rule 5635(c)(4), to our newly hired Chief Commercial Officer.
+Added: The options have an exercise price of $1.35 per share, 500,000 options are time based and vest over a three-year period.
One third vests after one year and the balance vests over eight quarterly installments after the first anniversary;
these options have a cashless exercise feature and a ten-year term.
−Removed: An additional 80,000 options are performance based, and vest upon achieving personal objective that were set up within sixty days from commencement of employment.
−Removed: The performance-based options expired on January 1, 2024 as the performance milestones were not met.
+Added: An additional 1,750,000 options are performance based, and vest upon achieving personal objective during the years 2025 to 2028.
(6) 334,522 restricted shares of common stock issued to certain of our employees were forfeited, as they were not vested upon certain employee departures.
5 unchanged sentences
On September 26, 2016 and November 30, 2016, respectively, our Board of Directors and stockholders approved an amendment to the 2012 Equity Incentive Plan increasing the number of shares of common stock available under the plan to 1,873,000 as well as amended the 2012 Equity Incentive Plan to permit grants of shares of common stock.
−Removed: On February 2, 2017 and March 9, 2017, respectively, our Board of Directors and stockholders approved
−Removed: an amendment to the 2012 Equity Incentive Plan increasing the number of shares of common stock available under the plan to 2,373,000.
+Added: On February 2, 2017 and March 9, 2017, respectively, our Board of Directors and stockholders approved an amendment to the 2012 Equity Incentive Plan increasing the number of shares of common stock available under the plan to 2,373,000.
On October 9, 2017 and December 4, 2017, respectively, our Board of Directors and stockholders approved an amendment to the 2012 Equity Incentive Plan increasing the number of shares of common stock available under the plan to 3,873,000.
4 unchanged sentences
The 2012 Equity Incentive Plan expired on January 23, 2022.
−Removed: On September 2, 2020 and October 14, 2020, respectively, our Board of Directors and stockholders approved and adopted the Company’s 2020 Equity Incentive Plan (the “2020 Equity Incentive Plan”), reserving for issuance a pool of 900,000 shares of the Company’s common stock under the plan.
+Added: On September 2, 2020 and October 14, 2020, respectively, our Board of Directors and stockholders
+Added: approved and adopted the Company’s 2020 Equity Incentive Plan (the “2020 Equity Incentive Plan”), reserving for issuance a pool of 900,000 shares of the Company’s common stock under the plan.
On January 1, 2021, the number of shares of common stock available under the plan increased to 1,828,890 according to the terms thereof.
3 unchanged sentences
On January 1, 2024, the number of shares of common stock available under the plan increased to 8,356,624 according to the terms thereof.
+Added: On June 25, 2024, the number of shares of common stock available under the plan increased to 11,356,624.
+Added: On January 1, 2025, the numbers of shares of common stock available under the plan increased to 17,897,652.
As of March 3, 2025, there were 7,583,836 shares of Common Stock reserved for issuance thereunder.
25 unchanged sentences
We claimed exemption from registration under the Securities Act of 1933, as amended, or the Securities Act, for the foregoing transactions under Section 4(a)(2) of the Securities Act.
+Added: Prior Awards to Management
+Added: On November 4, 2024, our Compensation Committee approved amendments to certain previously issued awards of restricted Common Stock in the aggregate amount of 68,750 and 250,000, respectively, granted to Mr.
+Added: Erez Raphael, our Chief Executive Officer, and Mr.
+Added: Zvi Ben David, our Chief Financial Officer, in the aggregate amount of 23,750 and 125,000, respectively, on May 18, 2022 and March 6, 2024 (collectively, the “Prior Awards”) to permit an immediate acceleration of the unvested portion of the Prior Awards in the event of change in control of the Company
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.