Attached files

file filename
EX-32.2 - CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, - Venus Concept Inc.vero-ex322_460.htm
EX-32.1 - CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, - Venus Concept Inc.vero-ex321_461.htm
EX-31.2 - CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO RULES 13A-14(A) AND 15D - Venus Concept Inc.vero-ex312_462.htm
EX-31.1 - CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO RULES 13A-14(A) AND 15D - Venus Concept Inc.vero-ex311_463.htm
EX-23.3 - CONSENT OF DELOITTE LLP, INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. - Venus Concept Inc.vero-ex233_1416.htm
EX-23.2 - CONSENT OF MNP LLP, INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. - Venus Concept Inc.vero-ex232_1138.htm
EX-21.1 - LIST OF SUBSIDIARIES. - Venus Concept Inc.vero-ex211_453.htm
EX-10.59 - MANUFACTURING AGREEMENT FOR CONSUMABLES, DATED OCTOBER 26, 2018, BY AND BETWEEN - Venus Concept Inc.vero-ex1059_454.htm
EX-10.58 - CONSENT TO TRANSFER CONFIDENTIALITY AND NONSOLICITATION SUBCONTRACTING AGREEMENT - Venus Concept Inc.vero-ex1058_676.htm
EX-10.57 - INTELLECTUAL PROPERTY RIGHTS ASSIGNMENT, DATED FEBRUARY 15, 2018, BY AND BETWEEN - Venus Concept Inc.vero-ex1057_667.htm
EX-10.56 - QUALITY AGREEMENT, DATED JULY 13/17 2018, BY AND BETWEEN VENUS CONCEPT LTD. AND - Venus Concept Inc.vero-ex1056_666.htm
EX-10.55 - TURN-KEY PROJECT MANUFACTURING AGREEMENT, DATED MARCH 23, 2014, BY AND BETWEEN V - Venus Concept Inc.vero-ex1055_668.htm
EX-10.54 - QUALITY AGREEMENT, DATED OCTOBER 11, 2011, BY AND BETWEEN VENUS CONCEPT LTD. AND - Venus Concept Inc.vero-ex1054_669.htm
EX-10.53 - QUALITY AGREEMENT, DATED NOVEMBER 19, 2017, BY AND BETWEEN VENUS CONCEPT LTD. AN - Venus Concept Inc.vero-ex1053_670.htm
EX-10.52 - JOINT VENTURE AND SHAREHOLDERS AGREEMENT FOR VENUS CONCEPT SINGAPORE PTE LTD., B - Venus Concept Inc.vero-ex1052_671.htm
EX-10.51 - HEAD OF MEDICAL ADVISORY BOARD AGREEMENT BY AND BETWEEN VENUS CONCEPT LTD. AND D - Venus Concept Inc.vero-ex1051_675.htm
EX-10.50 - ASSUMPTION AND AMENDMENT AGREEMENT BY AND BETWEEN VENUS CONCEPT USA INC., AND JA - Venus Concept Inc.vero-ex1050_672.htm
EX-10.49 - LEASE BETWEEN 235 INVESTMENT LIMITED, VENUS CONCEPT CANADA CORP AND VENUS CONCEP - Venus Concept Inc.vero-ex1049_677.htm
EX-10.48 - SECOND AMENDMENT TO LEASE AGREEMENT, DATED NOVEMBER 7, 2019, BY AND BETWEEN BRID - Venus Concept Inc.vero-ex1048_455.htm
EX-10.44 - PERSONAL EMPLOYMENT AGREEMENT, DATED APRIL 28, 2019, BY AND BETWEEN VENUS CONCEP - Venus Concept Inc.vero-ex1044_673.htm
EX-4.13 - REGISTRATION RIGHTS AGREEMENT, DATED AS OF MARCH 18, 2020, BY AND BETWEEN VENUS - Venus Concept Inc.vero-ex413_1616.htm
EX-4.12 - SECURITIES PURCHASE AGREEMENT, DATED AS OF MARCH 18, 2020, BY AND BETWEEN VENUS - Venus Concept Inc.vero-ex412_1615.htm
EX-4.11 - FORM OF WARRANT TO PURCHASE STOCK, DATED NOVEMBER 2, 2018, BY AND BETWEEN RESTOR - Venus Concept Inc.vero-ex411_1136.htm
EX-4.10 - FORM OF WARRANT TO PURCHASE STOCK, DATED NOVEMBER 2, 2018, BY AND BETWEEN RESTOR - Venus Concept Inc.vero-ex410_1135.htm
EX-4.9 - FORM OF WARRANT TO PURCHASE STOCK, DATED MAY 19, 2015, BY AND BETWEEN RESTORATIO - Venus Concept Inc.vero-ex49_1137.htm
EX-4.3 - FORM OF 2020 WARRANT. - Venus Concept Inc.vero-ex43_458.htm
EX-4.1 - DESCRIPTION OF SECURITIES. - Venus Concept Inc.vero-ex41_674.htm
EX-2.4 - MASTER ASSET PURCHASE AGREEMENT BETWEEN VENUS CONCEPT LTD., THE NEOGRAFT ENTITIE - Venus Concept Inc.vero-ex24_678.htm
10-K - 10-K - Venus Concept Inc.vero-10k_20191231.htm

 

Exhibit 10.24

VENUS CONCEPT INC.

2019 INCENTIVE AWARD PLAN

STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENT

Venus Concept Inc. (the Company”), pursuant to its 2019 Incentive Award Plan (the Plan”), hereby grants to the participant set forth below (“Participant”), an Option to purchase the number of shares of the Company’s Common Stock (referred to herein as Shares”) set forth below. This Option is subject to all of the terms and conditions as set forth herein and in the Stock Option Agreement attached hereto as Exhibit A (the Stock Option Agreement”) and the Plan, each of which is incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Stock Option Grant Notice and the Stock Option Agreement.

 

Grantee’s Name and Address:

 

%%FIRST_NAME%-% %%LAST_NAME%-% 

 

 

 

 

%%ADDRESS_LINE_1%-%

 

 

 

 

%%CITY%-%, %%STATE%-% %%ZIPCODE%-%

 

 

 

 

Award Number

 

 %%OPTION_NUMBER%-%

 

 

 

 

 

Date of Award

 

 %%OPTION_DATE,’Month DD, YYYY’%-%

 

 

 

 

 

Vesting Commencement Date

 

 %%VEST_BASE_DATE,’Month DD, YYYY’%-%

 

 

 

 

 

Exercise Price per Share

 

%%OPTION_PRICE ,’$999,999,999.99’%-%

 

 

 

 

 

Total Number of Shares Subject
to the Option (the “Shares”), subject to adjustment as provided in Section 14.2 of the Plan

 

 %%TOTAL_SHARES_GRANTED ,’999,999,999’%-%

 

 

 

 

 

Total Exercise Price

 

%%TOTAL_OPTION_PRICE,’$999,999,999.99’%-%

 

 

 

 

 

Type of Option:

 

%%OPTION_TYPE_LONG%-%

 

 

 

 

 

 

 

 

Expiration Date:

 

 %%EXPIRE_DATE_PERIOD1, ’Month DD, YYYY’%-%%-%

 

 

 

 

 

Post-Termination Exercise Period:

 

Three (3) Months, subject to Section 2.3(b) of the Option Agreement

 

 

 

US_ACTIVE-150354394.2


Vesting Schedule:

1/48 of the unvested Shares subject to the Option shall vest on each of the forty-eight (48) monthly anniversaries of the Vesting Commencement Date thereafter.

For purposes of the foregoing schedule, any fractional share for any monthly anniversary shall be rounded down to the next whole share, except for the last monthly anniversary set forth above which shall include the balance of unvested Shares subject to the Option.  The foregoing vesting schedule is subject to the Change in Control provisions of Section 14.2 of the Plan.

By his or her signature and the Company’s signature below, Participant agrees to be bound by the terms and conditions of the Plan, the Stock Option Agreement and this Grant Notice. Participant has reviewed the Stock Option Agreement, the Plan and this Grant Notice in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Grant Notice and fully understands all provisions of this Grant Notice, the Stock Option Agreement and the Plan. Participant hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Administrator of the Plan upon any questions arising under the Plan or the Option.

VENUS CONCEPT INC.:

 

PARTICIPANT:

By:  __________________

 

By:   %%FIRST_NAME%-% %%LAST_NAME%-%

 

Name:  Domenic Serafino

Title:  Chief Executive Officer

 

 

Name:   %%FIRST_NAME%-% %%LAST_NAME%-%

 

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