Exhibit 10.4
VROOM, INC.
2020 INCENTIVE AWARD PLAN
STOCK OPTION GRANT NOTICE AND
STOCK OPTION AGREEMENT
Vroom, Inc., a Delaware corporation (the “Company”), pursuant to its 2020 Incentive Award Plan, as amended from time to time (the “Plan”), hereby grants to the holder listed below (“Participant”) an option to purchase the number of Shares set forth below (the “Option”). The Option is subject to the terms and conditions set forth in this Stock Option Grant Notice (the “Grant Notice”), the Stock Option Agreement attached hereto as Exhibit A (the “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 Grant Notice and the Agreement.
Participant: | _______________________ |
Grant Date: | _______________________ |
Exercise Price Per Share: | $_________ |
Total Exercise Price | $_________ |
Total Number of Shares Subject to Option: | __________ |
Expiration Date: | __________, 20[ ] |
Type of Option: | Incentive Stock Option Non-Qualified Stock Option |
Vesting Schedule: | [ ] |
The Participant will be deemed to have accepted the Option and agreed to be bound by the terms and conditions of the Plan, the Agreement and this Grant Notice, unless the Participant informs the Company in writing within 30 days immediately following the date of the Company’s electronic or other written notification to the Participant of the grant of the Option (the “Notification Date”) that the Participant wishes to reject the Option. Failure to notify the Company in writing of the Participant’s rejection of the Option during this 30-day period will result in the Participant’s acceptance of the Option and the Participant’s agreement to be bound by the terms and conditions of the Plan, the Agreement and this Grant Notice.
In addition, the Participant may accept the Option and agree to be bound by the terms and conditions of the Plan, the Agreement and the Grant Notice by signing below following the Notification Date.
By accepting the Option, Participant agrees that he or she has reviewed the Agreement, the Plan and the Grant Notice in their entirety, has had an opportunity to obtain the advice of counsel prior to accepting the Option and fully understands all provisions of the Grant Notice, the Agreement and the Plan. Participant hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Administrator upon any questions arising under the Plan, the Grant Notice or the Agreement.
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VROOM, INC. | PARTICIPANT |
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By: |
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Print Name: | _____________ | Print Name: |
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Title: | _____________ |
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EXHIBIT A
TO STOCK OPTION GRANT NOTICE
STOCK OPTION AGREEMENT
Pursuant to the Grant Notice to which this Agreement is attached, the Company has granted to Participant an Option under the Plan to purchase the number of Shares set forth in the Grant Notice.
general
GRANT OF OPTION
A-1
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PERIOD OF EXERCISABILITY
A-2
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A-3
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EXERCISE OF OPTION
Notwithstanding any of the foregoing, the Administrator shall have the right to specify all conditions of the manner of exercise, which conditions may vary by country and which may be subject to change from time to time.
A-4
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OTHER PROVISIONS
A-5
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A-6
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A-7
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* * *
A-8
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