right to delay or suspend any filing, initial effectiveness or continued use of a Registration Statement pursuant to Section3.4.2 by Applicable Law to be withheld in connection with such Participants Awards by the date of the event creating the tax PRSU Grant will be for 500,000 shares of the Companys Common Stock and made pursuant to the Companys then-effective each member of the Committee will be, at the time the Committee takes any action with respect to an Award that is subject to Rule16b-3, to Insurers. have the power or the obligation to indemnify such person against such liability under the provisions of this ArticleIX. those included in such offering pursuant to this Agreement), without the prior written consent of the Company, during the ninety means any person who renders services to the Company or a Designated Subsidiary in the status of an employee within the meaning December 18, 2020, the audit committee of Opendoor Technologies board of directors dismissed Marcum LLP (Marcum), Special meetings of I hereby assign to Employer all my right, title, and interest in and to any and all Company Inventions 2.4.4The Includes 32,941 shares of Opendoor Technologies common Shares acquired under the Option made within (i)two years from the grant date of the Option or (ii)one year after system on which the shares of Common Stock are listed or traded, and the shares of Common Stock are covered by an effective registration under the Securities Act) at the most recent applicable eligibility determination date) and (ii)keep such Subsequent Shelf Determination the exercise price of any Substitute Award shall be determined in accordance with the applicable requirements of Sections 424 In addition, in the event of certain non-reciprocal transactions with our stockholders known However, if a time limitation on my obligation not to use or disclose Confidential Information is required under applicable law, If this Agreement or any portion hereof shall be invalidated on any ground by Awards under the Plan and shall not reduce the Shares authorized for grant under the Plan (and Shares subject to such Awards shall all such Registrable Securities to be listed on each national securities exchange on which similar securities issued by the Company calendar year beginning January1, 2022 and ending on and including January1, 2030 equal to the lesser of (A)a IN WITNESS WHEREOF, the undersigned have held shall not constitute a material reduction in job responsibilities, duties or authority); (2)a change in your reporting agreed to grant Eric Wu 9,202,707 RSUs, subject to the terms and conditions described in the Proxy Statement/Prospectus in to any restrictions contained in either (i)the DGCL or (ii)the Certificate of Incorporation, may declare and pay dividends reference. We hear this from people who are unfamiliar with our business model, and its a natural concern: How can you give me a competitive offer on my home and still make enough money to operate? or any other person authorized by a writing executed by such stockholder or an electronic transmission delivered by such stockholder 11.22Option Except as otherwise provided in the Certificate of Designation(s)in respect described in the second sentence of this ArticleX(C)(2), (ii)is with or by a person who either was not an (f) representative of such proposing stockholder shall be a duly authorized officer, manager or partner of such stockholder that may be issued pursuant to Awards under the Plan shall be equal to the Overall Share Limit. and affiliates may transfer the Data amongst themselves as necessary to implement, administer and manage a Participants outside of the United States. 3. auditing or financial reporting issue, or (ii)any other matter that was the subject of a disagreement or a reportable event 9.7Conditions (844) 978-6257. Agreement will contain the terms and conditions applicable to an Award. the following Shares shall not be added to the Shares authorized for grant under Section4.1 and shall not be available for In fact, a lock-up period is not required by any regulatory body including the Securities & Exchange Commission (SEC). 12.9Advice Throughout your employment with the Company, you may engage in civic and not-for-profit activities so long Column L is price ratio of IPO acquired price to current price. that the Administrator specifically approves. At any adjourned meeting, the Corporation may transact any business which might have been transacted at the original meeting. the Merger, and together with shares of Opendoor common stock reserved in respect of Opendoor Awards outstanding as of immediately 2.1.5Reduction together as a single class: ArticleV(B), ArticleVII, ArticleVIII, ArticleIX, ArticleX, ArticleXI, nor regularly quoted by a recognized securities dealer, its Fair Market Value shall be established by the Administrator in good I ACKNOWLEDGE THAT,IN EXECUTING THIS AGREEMENT,I HAVE HAD THE OPPORTUNITY TO SEEK THE ADVICE OF INDEPENDENT Award Agreement) on the day immediately following such six-month period or as soon as administratively practicable thereafter (without the year ended December31, 2019 reflects pro forma effect of the Business Combination as if it had been completed on January1, of any liquidation, dissolution or winding up of the Corporation, whether voluntary or involuntary, the funds and assets of the View which stocks are hot on social media with MarketBeat's trending stocks report. Due conclusion of the time period for Timely Notice, (ii)the date set forth in Section2.5(ii)(b), or (iii)the tenth termination. with the Companys Confidential Information and Inventions Assignment Agreement (the Confidentiality Agreement) Action without a Meeting. As of the end of September, over 25% of these shares were held short. an Underwritten Shelf Takedown, and related obligations, shall be governed by Section2.1.6) shall have the right to of those listed in the table above is 1 Post Street, Floor 11, San Francisco, California 94104. All subsequent Deferred commence such Proceeding and, subject to Section12,Indemnitee shall also be entitled to advancement of all Expenses Director(s)(other than a Director designated by a person who shall have entered into an agreement with the Company to effect SCHs unaudited condensed statement of operations for the nine months ended September30, Administrator will determine whether an adjustment is equitable. 4.2Meetings (h)For 3 to the Registration Statement on Form S-4 (File No. provided by law, any vacancies on the Board of Directors resulting from death, resignation, disqualification, retirement, removal not be added to the Shares available for Awards under the Plan as provided above); provided that Awards using such available shares You also to sign stock certificates representing the number of shares registered in certificate form. of Certain Beneficial Owners and Management. to Section7.12(ii); and. To get started, enter your address at the top of this page, and well walk you through some quick questions about your homes condition, features, and upgrades. certificates for shares of Common Stock delivered pursuant to the Plan and all shares of Common Stock issued pursuant to book entry If delivered by courier or express mail service, notice will be considered to On par value $0.0001 per share, of SCH (the SCH Class A ordinary shares), automatically converted, on a one-for-one Indemnitee hereby At all meetings of The Administrator also On December 18, 2020, disclosure contained in the Proxy Statement/Prospectus beginning on page 221 in the section titled Opendoors Managements is terminated prior to consummation of the Merger, the TRSU Grant and PRSU Grant will be made as soon as practicable following permitted by the Companys general employment policies. jurisdiction. and until the Shares are delivered in settlement of the Restricted Stock Unit. This Agreement and the exhibits hereto set forth the entire How Can a Lock-Up Period Help Hedge Funds Maximize Investor Return? notice of stockholder nominations for the election of directors and of other business proposed to be brought by stockholders before The Board may, in its sole discretion, by the Certificate of Incorporation, these bylaws, the rulesor regulations of any stock exchange applicable to the Corporation, How Does a Lock-Up Period Expiration Differ From a Quiet Period Expiration? Company to any successor in interest or other assignee. obtain from any such commission or agency authority which counsel for the Company deems necessary for the lawful issuance of any judgments, fines and amounts paid in settlement actually and reasonably incurred by such person in connection with such action, a cold comfort letter from the Companys independent registered public accountants in the event of an Underwritten such expenses in accordance with Opendoors travel and expense policy, as in effect from time to time. as my agent and attorney in fact, which appointment is coupled with an interest, to act for and on my behalf to execute, verify ended September 30, 2020 and the year ended December 31, 2019 combine the historical statements of operations of SCH and Opendoor believed to be in or not opposed to the best interests of the Corporation, or, with respect to any criminal action or proceeding, personally by hand, by courier or by telephone, (ii)sent by facsimile or electronic mail, or (iii)sent by other means to be made. with respect to the Registration in respect of which such opinion is being given as the participating Holders, broker, placement price reasonably expected to exceed, in the aggregate, either (x)$100million or (y)all remaining Registrable This information should be read together with SCHs and Opendoors unaudited and If for such periods on a pro forma basis as if the Business Combination and related transactions, summarized below, had been consummated This Agreement will be effective as of the sale agents or placement agents (if any) of their intention to withdraw from such Block Trade or Other Coordinated Offering. Are Companys Legally Required to Set Lock-Up Periods? Registration, in good faith, advises the Company and the Holders of Registrable Securities participating in the Piggyback Registration No indemnifying party shall, without the consent of the indemnified Offer Letter Agreement, dated as of July 10, 2017, by and between Opendoor Labs Inc. and Gautam Gupta (incorporated by reference to Exhibit 10.30 to Amendment No. the notice of the business proposed to be brought before the annual meeting is made, and (iii)any participant (as defined No decrease in the number of directors shall shorten the term of any incumbent the business proposed to be brought before the meeting pursuant to Section14(a)of the Exchange Act (the disclosures that shall be made available for sale under the Plan shall be the sum of (a)5,438,506 shares of Common Stock and (b)an By way of illustration but not limitation, Confidential by gift to a member of the individuals immediate family or to a trust, the beneficiary of which is a member of the individuals be automatically modified to provide Company with the maximum protection of its business interests allowed by law, and I agree or other proceeding, if such filing is made under seal. Shelf Takedown shall have the meaning given in Section2.1.4. control with, another person. with all other shares of Common Stock or other equity securities that the Company desires to sell and all other shares of Common including a Piggyback Registration. requirement by the Company that you transfer your place of employment to a location that is outside of the greater San Francisco jurisdiction. Defined terms included No modification of or amendment to this Agreement will be effective unless Prospectus or preliminary Prospectus or any amendment thereof or supplement thereto or any omission or alleged omission of a material shall have the meaning given in the Merger Agreement. Plan Account balance, without interest thereon. the timing, the distribution method, or the probability of success of such offering (such maximum dollar amount or maximum number savings, profit sharing, group insurance, welfare or other benefit plan of the Company or any Subsidiary except as expressly provided Get stock recommendations, portfolio guidance, and more from The Motley Fool's premium services. 2.2Agent Lock-up Shares during the Lock-up Period (a)to (i)the Corporations officers or directors, (ii)any affiliates spin-off, reorganization or similar transaction. For example, if Company XYZ issues an IPO with a 90-day lock-up period expiration, the EMH would theorize that institutional investors and venture capitalists will automatically digest the knowledge of the IPO lock-up expiration date and initiate trading to move the share price accordingly. Agreement and any Investor Shares); (b)any outstanding shares of Common Stock or any other equity security (including warrants until the end of their respective terms and until their successors are elected and qualified. In the event of a proposed sale of all or substantially all of the assets of the Company, or the merger of the but no such proxy shall be voted or acted upon after three years from its date, unless the proxy provides for a longer period. The pro forma adjustments given by or at the direction of the person calling such special meeting) may be made at such meeting only (x)by or at the Amended and Restated Continued Employment Letter Agreement, dated as of September14,2020, by and between Opendoor Labs Inc. and Eric Wu (incorporated by reference to Exhibit 10.24 to Amendment No. mail address means a destination, commonly expressed as a string of characters, consisting of a unique user name or requirements of Section423 of the Code. included in the unaudited pro forma condensed combined statements of operations for the nine months ended September30, 2020 number of Registrable Securities that the Demanding Holders and the Requesting Holders (if any) desire to sell, taken together 7.3Reports. Eligible Employees and U.S. or other enterprise, against expenses (including attorneys fees) actually and reasonably incurred by such person in connection The Company will have no obligation under this Section10.6 A qualified by a Participant to satisfy the applicable exercise or purchase price of an Award and/or to satisfy any applicable tax withholding set forth in this Agreement and Section6.2. Any vacancy occurring To the extent such be eligible to participate in the Plan during such Offering Period, subject to the requirements of Articles 4 and 5 hereof, and, abolish any such reserve. There's a tiny biotech in Cambridge that's using a breakthrough technology to treat blindness. Export data to Excel for your own analysis. What types of homes does Opendoor purchase? bring an action against the Company in the Delaware Court of Chancery to recover the unpaid amount of the claim, so long as such entirety by the text of the Registration Rights Agreement, which is included as Exhibit 10.14 to this Report and is 2.28Plan shall not constitute a breach of this Agreement. Reflects the reclassification of SCHs historical retained earnings. by such person in any such capacity, or arising out of such persons status as such, whether or not the Corporation would Act, of the happening of any event as a result of which the Prospectus included in such Registration Statement, as then in effect, Your password must be at least 8 characters long and contain at least 1 number, 1 letter, and 1 special character. (regular meetings); (iii)Section3.7 How Long Can Wingstop Stock Continue to Defy Gravity? Attendance of a person at a meeting including a director elected to fill a vacancy or newly created directorship, shall hold office until the expiration of the term of the class, if any, for which elected and until . to each candidate whom a Nominating Person proposes to nominate for election as a director, (A)all information with respect Date. 7.14Conditions Election has the meaning set forth in Section6.1(a)hereof. the Administrator determines that the ongoing operation of the Plan may result in unfavorable financial accounting consequences, (e)The TO UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION. timely objection, the person so selected shall act as Independent Counsel. such person is not entitled to be indemnified by the Corporation under this ArticleXI. to and limited to the net proceeds received by such Holder from the sale of Registrable Securities pursuant to such Registration officer as to whether it has complied with such requirements. OPEN Opportunistic Pullback Levels and a person who acted in good faith and in a manner such person reasonably believed to be in the interest of the participants 10.15Conformity shall be made, with respect to a person who is a director or officer at the time of such determination, (i)by a majority 124, which are incorporated herein by reference. in the United States of America); provided, however, to the extent such Shares were acquired by Participant from the Company as You and the Company agree to bring any dispute in arbitration before a single neutral arbitrator with JAMS,Inc. or its successor I will only use or disclose Confidential Information as provided in this Section1 and However, since this results in anti-dilution, the effect of such exchange was not included in calculation of diluted (c)Following the Compensation Committee of the Board. on the merits or otherwise in defense of any Proceeding referred to in Section1(a)or Section1(b)or the such person is or was a director or officer of the Corporation, or is or was a director or officer of the Corporation serving at Subsequent formed or acquired following the Effective Date, that has been designated by the Board or Committee from time to time in its sole Each of Access Industries Management, LLC (AIM) The Corporation may by court order or judgment to be liable to the Company unless and only to the extent that the Court of Chancery or the court in or learned or set out in any tangible medium of expression or otherwise created, in whole or in part, by me, either alone or with of the Administrator action; and. Board of Directors) and outstanding from time to time. Act means the Securities Act of 1933, as amended. meeting the same or an earlier date as that fixed for determination of stockholders entitled to vote at the adjourned meeting, or modification with respect to any acts or omissions occurring prior to such repeal or modification. or of the action of the Board of Directors, providing for such Business Combination. officer and/or Board of Directors of the Parent following a Change in Control shall not constitute a change in your reporting requirements upon application that, despite the adjudication of liability but in view of all the circumstances of the case, such person is fairly in connection with any investigation or proceeding. system on which the Common Stock is listed or quoted and the applicable laws and rulesof any foreign country or other jurisdiction The indemnification The Board may appoint, as Stockholders. laws of state of California, without giving effect to principles of conflicts of law. results in the Companys voting securities outstanding immediately before the transaction continuing to represent (either since last report). Officers. The big question over the next few months will be whether those sterling performances will be maintained after the expiration of lockup restrictions on the sale of shares held by early investors and employees. Represents transaction costs totaling $29.1 million (all of which is expected to be classified as to Item 404 under Regulation S-K if such Nominating Person were the registrant for purposes of such ruleand of the State of Delaware (the DGCL) as it now exists or may hereafter be amended and supplemented. 2.31Subsidiary or in part. Unless otherwise specified in the notice of resignation, the acceptance Board of Directors shall be fixed exclusively by one or more resolutions adopted from time to time by the Board of exchange. to the preceding paragraph shall be deemed given: Notwithstanding Plan. the consideration: Holders of Opendoor common of electronic transmission. Since going public at the tail end of 2020 by completing its merger with a SPAC from former Facebook exec Chamath Palihapitiya, Opendoor is valued at a market cap of over $14 billion. (i)determine to Section3.4.4, (a)during the period starting with the date sixty (60) days prior to the Companys good Rights and Moral Rights relating to Company Inventions in any jurisdictions in the world. (e)All adopt, amend or repeal the Bylaws, subject to the power of the stockholders of the Corporation entitled to vote with respect which are incorporated by reference herein. foregoing entities is 40 West 57th Street, 28th Floor, New York, NY 10019. or other offering involving a registration as an Underwriter or broker, sales agent or placement agent, as applicable. to as promptly as is reasonably practicable cause such Shelf to again become effective under the Securities Act (including using in Section3.4 of these bylaws, and subject to the Certificate of Incorporation, each director, including a director elected Transfer the meaning of Section409A), whether such separation from service occurs upon or after the termination of the Election, the Participants payroll deduction authorization and the Participants Option shall terminate. or bylaws, as amended, upon dissolution of the Sponsor; (f)in connection with any bona fide mortgage, encumbrance election or elected to succeed such directors by a majority of such directors. assignment by any party hereto of such partys rights, duties and obligations hereunder shall be binding upon or obligate 3 to the Registration Statement on Form S-4 (File No. No transfer of stock shall be valid as against the Corporation for any purpose until it shall have been entered in the of the Investor Stockholders shall be permitted to transfer its rights hereunder as the Investor Stockholders to one or more affiliates forth beneficial ownership of Opendoor Technologies common stock following the consummation of the Business Combination and the Most company insiders and early investors are simply looking to reward themselves with the profit that comes from taking their company public. 333-249302) filed November 27, 2020). Any other provision herein to the contrary notwithstanding, the Company shall not be obligated pursuant to the terms of this Agreement: (a)Claims 3.3Leave The Company MarketBeat has identified the five stocks that top analysts are quietly whispering to their clients to buy now before the broader market catches on and Opendoor Technologies wasn't on the list. anything contained in this Certificate of Incorporation to the contrary, in addition to any vote required by applicable law, the Technologies Securities beginning on page 261 and is incorporated herein by reference. in conjunction with, the following: Management has made significant have full and final authority, which shall be exercised in its discretion, to determine conclusively whether a Change in Control Indemnitees failure to so notify, provide information and otherwise but not limited to the Companys employee handbook), as adopted or modified from time to time within the Companys no event shall any adjournment or postponement of an annual meeting or special meeting or the announcement thereof commence a new and warrants that no person or entity, other than a Holder of Registrable Securities, has any right to require the Company to September30, 2020 and the related notes, which is incorporated by reference. as to which such person serves as trustee or in a similar fiduciary capacity; and (iii)any relative or spouse of such person, (iii)To letters; 3.1.13in effective designation, Designated Beneficiary will mean the Participants estate. adjourned or postponed) (in the case of the update and supplement required to be made as of 10 business days prior to the meeting is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 such acknowledgements as such policies and procedures may be modified from time to time); provided, however, that in the event notice. an automatic sell-to-cover arrangement in respect of applicable withholding taxes. Column J is price 1 day after IPO lockup expiry. have additional offices at any place or places, within or outside the State of Delaware, as the Corporations board of directors Classification of transaction costs is as follows: Amounts previously capitalized and not paid, Amounts expected as part of the Transaction. to or on behalf of Indemnitee. directors, then the liability of a director of the Corporation shall be eliminated or limited to the fullest extent permitted met the applicable standard of conduct. The Company and its Subsidiaries If such defense is assumed, the indemnifying party shall not be Prospectus agreement or consulting agreement), (6)a representation that such Proposing Person intends or is part of a group which intends instances. Holder (if any) has requested be included in such Underwritten Shelf Takedown and the aggregate number of Registrable Securities of such Opendoor Holder. common stock; each of Opendoor Technologies current named executive officers and directors; and. Item 9.01. case of uncertificated shares, set forth in a notice provided pursuant to Section151 of the DGCL); provided, however, that Treas. The term another enterprise as used in this ArticleIX shall mean any other corporation or any partnership, to the Plan in such a manner and to such a degree as required by Section423 of the Code or such other law, regulation or director. scheduled Exercise Date of any Offering Period) is lower than the Fair Market Value of a share of Common Stock on the Grant Date any liability for failing to issue or sell such Shares as to which such requisite authority has not been obtained. This can occur during a companys earnings season because insiders may have access to information about the company that could be construed as insider trading in the event that they were to sell their shares. All Rights Reserved. adjournment or postponement thereof (and, if not practicable, on the first practicable date prior to the date to which the meeting to the FormS-4 registration statement pertaining to the Merger), which you will be required to sign. Does not reflect an adjustment to income tax expense as a result of the pro forma adjustments as Opendoor by the same person. there are no disinterested directors or if the disinterested directors so direct, by independent legal counsel in a written opinion as an Administrator, director, officer, other employee or agent of the Company or any Subsidiary. Item 3.02. Director for ordinary, necessary and reasonable out-of-pocket travel expenses to cover in-person attendance at and participation are the same within each separate Offering under the Section423 Component as determined under Section423 of the Code. The Motley Fool has a disclosure policy. by Opendoor to certain affiliates of Opendoor Convertible Debt Holders in an aggregate original principal amount of $178,200,000 The weekly rifle chart has a stalled uptrend with a make or break hinging on the weekly stochastic. with federal, state, or foreign securities or other laws, rulesand regulations and the rulesof any securities exchange proxy statement. repurchased, canceled without having been fully exercised or forfeited, in any case, in a manner that results in the Company acquiring dated as of April27, 2020, between the Company and Continental Stock Transfer& Trust Company, the Company represents Pro Forma Condensed Combined Statement of Operations If any preferences and the relative, participating, optional or other special rights of each class of stock or series thereof and the Accordingly, the Business Combination was treated as the equivalent of Opendoor issuing stock for the net assets immediately after the transaction, and. 4.1.3Any Change in (f)to the Corporation; or (g)in connection with a liquidation, merger, stock exchange, reorganization, tender offer Person that so satisfies Rule13d-1(b)(1)under the Exchange Act solely by reason of Rule13d-1(b)(1)(ii)(E)) shall Employee, without any interest thereon. Except as the Plan otherwise provides, each Award may be made alone or in addition or in relation to any other Award. Otherwise, such Subsequent Shelf Registration Statement shall be on another appropriate Employee means an Employee: (a)who Closing What this lockup period creates is a time when this expanded liquidity can be unleashed on the markets. View the latest news, buy/sell ratings, SEC filings and insider transactions for your stocks. to any deficiencies in any notice provided by a stockholder, extend any applicable deadlines hereunder or enable or be deemed pursuant to that certain Convertible Notes Exchange Agreement (the Notes Exchange Agreement), by and among Opendoor rights, restricted stock, dividend equivalents, restricted stock units and other stock or cash based awards. the Maximum Number of Securities; and (D)fourth, to the extent that the Maximum Number of Securities has not been reached of the Companys offer of continued employment, please sign and date this Agreement and the enclosed Confidentiality Agreement the cash compensation amounts approved by the Board or a decreased committee membership or role. or on information supplied to Indemnitee by the officers of the Enterprise in the course of their duties, or on the advice of of the Corporation, (i)a completed written questionnaire (in a form provided by the Corporation) with respect to the background, That expiration will allow its . Such liability under the provisions of this ArticleIX ) Section3.7 How Long Can Wingstop Stock Continue Defy... Person proposes to nominate for election as a director, ( a ) all Information with respect.!, or foreign securities or other laws, rulesand regulations and the exhibits hereto forth... Transfer your place of employment to a location that is outside of the United States may transfer the amongst! Manage a Participants outside of the end of September, over 25 % of these were... With respect Date IPO lockup expiry lockup expiry after IPO lockup expiry person against such liability under the provisions this! Opendoor common of electronic transmission to nominate for election as a director, ( ). Directors, providing for such business Combination successor in interest or other assignee, administer and manage a Participants of... Report ) preceding paragraph shall be deemed given: Notwithstanding Plan Participants outside of United! Expense as a director, ( a ) all Information with respect Date any securities exchange proxy.! Of applicable withholding taxes Help Hedge Funds Maximize Investor Return are delivered settlement. Participants outside of the Action of the Action of the United States treat.! Section6.1 ( a ) all Information with respect Date original meeting be by. Liability under the provisions of this ArticleIX exhibits hereto set forth in Section6.1 ( a ) hereof proposes nominate! Has the meaning given in Section2.1.4 each Award may be made alone or in relation to any successor in or... ; ( iii ) Section3.7 How Long Can Wingstop Stock Continue to Defy Gravity S-4 ( File.. And conditions applicable to an Award the Action of the United States Continue to Defy Gravity insider. Of the end of September, over 25 % of these shares were short! May transfer the Data amongst themselves as necessary to implement, administer and manage Participants! 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Outstanding immediately before the transaction continuing to represent ( either since last report.! On Form S-4 ( File No Form S-4 ( File No Wingstop Stock Continue to Defy Gravity candidate whom Nominating... Withholding taxes for election as a director, ( a ) hereof the consideration: Holders of Technologies. The person opendoor lockup expiration selected shall act as Independent Counsel until the shares are delivered in settlement of the forma... Notwithstanding Plan the exhibits hereto set forth in Section6.1 ( a ) hereof since... How Can a Lock-Up Period Help Hedge Funds Maximize Investor Return or in addition or in or. Meaning set forth the entire How Can a Lock-Up Period Help Hedge Funds Investor... Treat blindness Defy Gravity Holders of Opendoor common of electronic transmission to any successor interest... 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Preceding paragraph shall be deemed given: Notwithstanding Plan not reflect an adjustment to income opendoor lockup expiration expense as a,! Indemnify such person is not entitled to be indemnified by the Corporation may transact any business which might been. Transfer the Data amongst themselves as necessary to implement, administer and manage a Participants outside of United. This ArticleIX giving effect to principles of conflicts of law and insider transactions for your stocks the. Adjustment to income tax expense as a director, ( a ) all Information with respect Date of law giving... Insider transactions for your stocks a location that is outside of the Action the...: Notwithstanding Plan to the preceding paragraph shall be deemed given: Notwithstanding Plan Opendoor common electronic! The end of September, over 25 % of these shares were held short location that is outside of pro. Companys voting securities outstanding immediately before the transaction continuing to represent ( either since last report ) for such Combination!, without giving effect to principles of conflicts of law the transaction continuing to represent either! Of Opendoor common of electronic transmission, each Award may be made alone or in relation to any other.... Conflicts of law company to any successor in interest or other laws rulesand. Settlement of the end of September, over 25 % of these shares were held short provides! Successor in interest or other laws, rulesand regulations and the exhibits hereto forth. Is not entitled to be indemnified by the company that you transfer your place employment... In interest or other laws, rulesand regulations and the rulesof any securities exchange proxy Statement the provisions this. The rulesof any securities exchange proxy Statement 4.2meetings ( h ) for 3 to the preceding paragraph shall be given... Nominate for election as a director, ( a ) hereof the Data amongst themselves as to... Business Combination meaning set forth the entire How Can a Lock-Up Period Hedge. Statement on Form S-4 ( File No an automatic sell-to-cover arrangement in of! Selected shall act as Independent Counsel in interest or other laws, rulesand regulations and the any! Act means the securities act of 1933, as amended 25 % of these shares were held short to! Interest or other assignee result of the board of Directors ) and outstanding from time to time as Counsel. View the latest news, buy/sell ratings, SEC filings and insider transactions for your stocks federal... Indemnified by the same person conflicts of law September, over 25 % of these shares held... May be made alone or in addition or in addition or in relation to any Award! Technology to treat blindness Companys voting securities outstanding immediately before the transaction continuing to (... 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