Exhibit 10.04(b)
AMENDMENT TO STOCK OPTION AGREEMENTS
This AMENDMENT TO STOCK OPTION AGREEMENTS (this “Amendment”), is made and entered into as of December 4, 2023 (the “Amendment Date”), by and between Lineage Cell Therapeutics, Inc., a California corporation (the “Company”), and Dr. Gary S. Hogge, an individual (“Dr. Hogge”).
WHEREAS, the Company and Dr. Hogge previously entered into stock option agreements (collectively, the “Option Agreements”) evidencing stock options granted to Dr. Hogge (collectively, the “Options”) under either the Lineage Cell Therapeutics, Inc. 2012 Equity Incentive Plan (as amended from time to time, the “2012 Plan”) or the Lineage Cell Therapeutics, Inc. 2021 Equity Incentive Plan (as amended from time to time, the “2021 Plan” and together with the 2012 Plan, the “Plans”), certain of which are described in more detail herein;
WHEREAS, effective November 30, 2023 (the “Separation Date”), Dr. Hogge’s employment with the Company as Senior Vice President, Clinical and Medical Affairs, as well as any other positions he held as an employee, officer and/or director of the Company or any of its subsidiaries or affiliates, terminated;
WHEREAS, in connection with such termination, Dr. Hogge and the Company entered into a separation, release and consulting agreement dated November 30, 2023 (the “Separation and Consulting Agreement”); and
WHEREAS, the Company and Dr. Hogge wish to amend the terms of certain of the Options and Stock Option Agreements in the manner set forth herein.
NOW, THEREFORE, in consideration of the foregoing and the mutual representations, warranties and covenants, and subject to the conditions, set forth herein, and intending to be legally bound hereby, each of the Company and Dr. Hogge acknowledges and agrees as follows:
Grant No. | Grant Date | Type (1) | Total Granted Shares (2) | Unexercised | Unvested Shares |
021604 |
03/17/2020 |
ISO | 205,652 | 168,529 | 37,000 |
021605 | 03/17/2020 | NQ | 238,348 | 44,221 | 0 |
021681 | 03/15/2021 | ISO | 66,817 | 6,735 | 60,082 |
021682 | 03/15/2021 | NQ | 352,683 | 272,931 | 79,752 |
021738 | 03/10/2022 | ISO | 54,046 | 0 | 54,046 |
021739 | 03/10/2022 | NQ | 395,954 | 187,500 | 208,454 |
021839 | 03/09/2023 | ISO | 66,523 | 0 | 66,523 |
021840 | 03/09/2023 | NQ | 333,477 | 0 | 333,477 |
18062 | 02/12/2018 | ISO | 152,362 | 10,300 | 0 |
18063 | 02/12/2018 | NQ | 94,837 | 0 | 0 |
22855 | 02/13/2019 | ISO | 32,811 | 32,811 | 0 |
22856 | 02/13/2019 | NQ | 79,689 | 0 | 0 |
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(1) | ISO means Incentive Stock Option and NQ means Non-Qualified Stock Option | ||||
(2) | Refers to the aggregate number of common shares of the Company subject to the applicable Subject Option regardless of vesting status. |
“(ii) 25% of the number of common shares identified in the “Unexercised Vested Shares” column of the table in Section 2 of the Amendment To Stock Option Agreements made and entered into as of December 4, 2023, by and between the Company and Participant (the “Amendment to Stock Options”) of each of the Subject Options (as such term is defined in the Amendment to Stock Options) shall expire on each of March 31, 2024, April 30, 2024, May 31, 2024 and June 30, 2024;”
For the avoidance of doubt, nothing herein shall be deemed to extend the final expiration date set forth in any Stock Option Grant Notice for any of the Subject Options.
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“THE SECURITIES REPRESENTED HEREBY ARE SUBJECT TO RESTRICTIONS ON TRANSFER SET FORTH IN AN AGREEMENT BY AND BETWEEN THE ISSUER OF SUCH SECURITIES AND THE HOLDER OF THE SHARES. A COPY OF SUCH AGREEMENT WILL BE FURNISHED WITHOUT CHARGE BY THE ISSUER TO THE HOLDER HEREOF UPON WRITTEN REQUEST.”
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IN WITNESS WHEREOF, the undersigned have executed this Amendment as of the Amendment Date.
DR. GARY S. HOGGE /s/ Gary S. Hogge | LINEAGE CELL THERAPEUTICS, INC. /s/Brian M. Culley | |
Gary S. Hogge | Name: Brian M. Culley | |
Title: Chief Executive Officer |
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