Attached files
file | filename |
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EX-32.2 - EX-32.2 - Arcus Biosciences, Inc. | rcus-ex322_8.htm |
EX-32.1 - EX-32.1 - Arcus Biosciences, Inc. | rcus-ex321_10.htm |
EX-31.2 - EX-31.2 - Arcus Biosciences, Inc. | rcus-ex312_7.htm |
EX-31.1 - EX-31.1 - Arcus Biosciences, Inc. | rcus-ex311_6.htm |
EX-23.1 - EX-23.1 - Arcus Biosciences, Inc. | rcus-ex231_11.htm |
EX-10.28 - EX-10.28 - Arcus Biosciences, Inc. | rcus-ex1028_207.htm |
EX-10.27 - EX-10.27 - Arcus Biosciences, Inc. | rcus-ex1027_83.htm |
EX-10.26 - EX-10.26 - Arcus Biosciences, Inc. | rcus-ex1026_82.htm |
EX-10.25 - EX-10.25 - Arcus Biosciences, Inc. | rcus-ex1025_81.htm |
EX-10.24 - EX-10.24 - Arcus Biosciences, Inc. | rcus-ex1024_49.htm |
EX-4.02 - EX-4.02 - Arcus Biosciences, Inc. | rcus-ex402_244.htm |
10-K - 10-K - Arcus Biosciences, Inc. | rcus-10k_20191231.htm |
EXHIBIT 10.9
ARCUS BIOSCIENCES, INC.
AMENDED COMPENSATION PROGRAM FOR NON-EMPLOYEE DIRECTORS
EFFECTIVE AS OF MARCH 21, 2019
A. |
Cash Compensation: Annual cash retainers each paid quarterly, in arrears. |
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1. |
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Retainer for each non-employee member of the Board: |
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$35,000 |
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2. |
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Additional retainer for Lead Independent Director: |
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$3,500 |
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3. |
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Additional retainer for Chair of Audit Committee: |
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$15,000 |
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4. |
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Additional retainer for Chair of Compensation Committee: |
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$10,000 |
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5. |
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Additional retainer for Chair of Nominating and Corporate Governance Committee: |
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$8,000 |
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6. |
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Additional retainer for non-Chair members of Audit Committee: |
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$7,500 |
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7. |
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Additional retainer for non-Chair members of Compensation Committee: |
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$5,000 |
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8. |
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Additional retainer for non-Chair member of Nominating and Corporate Governance Committee: |
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$4,000 |
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B. |
Equity Compensation |
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1. |
Initial stock option grants. An initial option to purchase up to 50,000 shares of the Company’s common stock will be granted under the Company’s 2018 Equity Incentive Plan (the “Plan”) automatically without any further action on the part of the Board or the Compensation Committee on the date the person becomes a director of the Company, shall have an exercise price equal to the Fair Market Value (as defined in the Plan) on the date of grant and shall vest and become exercisable in equal monthly installments over 36 months of continuous service provided by such member of the Board of Directors. The initial option will become fully vested and exercisable in the event that the Company is subject to a change in control. |
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2. |
Annual stock option grants. An annual option to purchase up to 35,000 shares of the Company’s common stock will be granted under the Plan automatically without any further action on the part of the Board or the Compensation Committee on the date of the Company’s annual meeting of stockholders, and shall have an exercise price equal to the Fair Market Value (as defined in the Plan). Subject to the director’s continuous service on the Board of Directors, the annual option will vest and become exercisable in full on the earlier of (x) the date that is 12 months following the date of grant or (y) the date of the next annual stockholder meeting following the grant. The annual option will become fully vested and exercisable in the event that the Company is subject to a change in control. The foregoing notwithstanding, a new director who has received an initial option grant will not in the same calendar year receive an annual option grant. |
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C. |
Expenses |
The reasonable expenses incurred by directors in connection with attendance at Board or committee meetings will be reimbursed upon submission of appropriate substantiation.