VISL 8-K
Vislink Technologies, Inc. (VISL)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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Securities registered pursuant to Section 12(b) of the Act:
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| The
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Indicate by check mark whether the registrant 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 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Resignation of Christopher K. DeSalvo as Chief Financial Officer and Operations Vice President
On January 15, 2024, Christopher K. DeSalvo resigned as Chief Financial Officer and Operations Vice President of Vislink Technologies, Inc. (the “Company”).
Appointment of New Chief Financial Officer
Effective January 19, 2024, Michael C. Bond will immediately assume the duties as Chief Financial Officer of the Company.
Pursuant to an offer letter (the “Bond Offer Letter”), Mr. Bond will receive an annual base salary of $275,000 per year, and a discretionary bonus opportunity of up to 50% to 100% of base salary upon attainment of target and maximum performance measures to be set by the board of directors or compensation committee of the Company in accordance with the terms of any annual cash bonus incentive plan maintained for the Company’s key executive officers.
As Mr. Bond’s employment is on an “at-will” basis, the Company or Mr. Bond may terminate the employment relationship at any time, with or without notice and with or without cause. Upon termination of Mr. Bond’s employment for any reason, he will be entitled to severance in accordance with the Company’s standard policies.
Pursuant to an inducement award agreement (the “Inducement RSU Award Agreement”), Mr. Bond will receive an award of 29,055 restricted common stock units under Nasdaq Listing Rule 5635(c)(4) outside of the Company’s existing equity compensation plans (the “Inducement RSUs”). 9,406 RSUs are time-based and will vest as to one-half of such time-based Inducement RSUs on each anniversary date over a period of two years. The balance of the Inducement RSUs is performance-based and vest as follows, provided that Mr. Bond remains in continuous employment with the Company through the applicable vesting date: (i) 6,549 Inducement RSUs upon attainment, on or before December 31, 2026, of revenue of more than $35,575,000 accumulated over four consecutive fiscal quarters; (ii) 6,550 Inducement RSUs upon attainment, on or before December 31, 2026, of revenue of more than $37,353,000 accumulated over four consecutive fiscal quarters; and (iii) 6,550 Inducement RSUs upon attainment, on or before December 31, 2026, of revenue of more than $39,220,000 accumulated over four consecutive fiscal quarters. The issuance of the Inducement RSUs to Mr. Bond will be exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended, and/or Rule 506 of Regulation D thereunder.
Mr. Bond, 62, was the Chief Financial Officer of the Company from February 2020 until March 2023. Previously, Mr. Bond served as a consultant to several companies, including the Company, from 2016 to January 2020. He was the Chief Financial Officer of Pulse Electronics Corporation (“Pulse”) from 2013 until 2016. Prior to such time, Mr. Bond held the positions of Vice President and Treasurer of Pulse from 2011 to 2013. From 2008 to 2011, Mr. Bond was Senior Consultant and Principal at Clear Strategic Solutions, Inc., a financial and corporate development consulting firm. Mr. Bond is an experienced financial executive with over 30 years of experience, including as Head of Corporate Development and Mergers and Acquisitions at Lucent Technologies, and held similar roles at Avaya and AT&T. Mr. Bond has also held the positions of Senior Auditor at Deloitte, and Corporate Controller and VP of Finance at the Brookwood Companies, Inc. and at Bellwether, Inc.
There are no arrangements or understandings between Mr. Bond and any other persons pursuant to which he was appointed as Chief Financial Officer of the Company. There are also no family relationships between Mr. Bond and any director or executive officer of the Company, and except as previously disclosed, he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Description | |
| 10.1 | Offer Letter by and between the Company and Michael Bond, dated as of January 17, 2024 | |
| 10.2 | Inducement RSU Award Agreement between the Company and Michael Bond, dated as of January 19, 2024 | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| VISLINK TECHNOLOGIES, INC. | ||
| Date: January 19, 2024 | ||
| By: | /s/ Carleton M. Miller | |
| Name: | Carleton M. Miller | |
| Title: | Chief Executive Officer | |
Exhibit 10.1
17 January 2024
Mr. Michael C. Bond
Dear Mike:
On behalf of Vislink Technologies, Inc. (“the Company” or “Vislink”), I am pleased to extend to you an offer of employment for the Chief Financial Officer position (the “Employment Offer”). Your knowledge, skills, and background are an excellent match for this position. I look forward to your contribution as we work together to grow our organization.
For the purpose of this letter, your first day of full-time employment at Vislink will be January 19, 2024, which will be considered your employment “Start Date”. In the following pages, you will find details regarding your compensation and corporate benefits. Please review the letter and feel free to contact me if you have any questions.
Position and Compensation Summary
| Title | Chief Financial Officer | |
| Reports to | Mickey Miller, CEO | |
| Annualized Salary | $275,000, subject to adjustment from time to time in the discretion of the Board or Compensation Committee thereof | |
| Target Annual Bonus | 50% of base salary at target; up to 100% if maximum performance goals at a predefined percentage above target are achieved (see “ANNUAL BONUS” below). Annual Bonus payments shall be subject to the VISL Clawback Policy in accordance with its terms. | |
| RSU Grant | Non-plan inducement grant of 29,055 shares: 9406 time-based (two-year vesting schedule with 50% vesting on the first and second issuance anniversary dates) and 19,649 performance-based (targets were set by the Board in February 2022), and which shall be subject to the VISL Clawback Policy in accordance with its terms. | |
| Start Date | 19 January 2024 | |
| Home Office | with required travel to Vislink locations, including but not limited to Mount Olive, New Jersey; San Diego, California; Colchester, Essex UK; and Alkmaar, NL. |
Page 2 of 6 17 January 2024 Bond |
Corporate Benefits Summary
| Benefits Eligibility | Eligible for participation on the first of the month after Start Date. | |
| 401k | Principal Financial. | |
| Healthcare | United Healthcare, 75% employer paid. | |
| Dental | Guardian, 50% employer paid. | |
| Vision | 100% employer paid. | |
FSA/HSA
|
Account allocated to pay for many out-of-pocket medical expenses with tax-free dollars. | |
| Life Insurance | 2x salary employer paid. | |
| Long Term Disability | 100% employer paid. | |
| Paid Time Off | 8 paid Company holidays PTO - 20 days coordinated with CEO. |
Additional Information
ANNUAL BONUS
The Company will pay you an annual bonus (“Annual Bonus”) in accordance with the terms hereof and the terms of any annual cash bonus incentive plan maintained for the Company’s key executive officers, as amended from time to time (the “Cash Bonus Plan”) during the Term of Employment. You will not be eligible to receive an Annual Bonus for a fiscal year of the Company (“Fiscal Year”) unless you remain in continuous employment with the Company through the date on which such Annual Bonus is paid. It is expected that during the first quarter of each Fiscal Year, the Compensation Committee, in consultation with the CEO, shall establish threshold and target performance goals for such Fiscal Year in accordance with the terms of the Cash Bonus Plan. If the target performance goals for a Fiscal Year are attained, the Annual Bonus for such Fiscal Year shall be not less than 50% of the Executive’s Base Salary, it being understood that the parties may agree to such other metrics if the maximum performance goals for a Fiscal Year are attained, which in no event shall exceed 100% of your Base Salary. At the conclusion of the Fiscal Year, the Compensation Committee will review your performance relative to the performance goals, and if the Compensation Committee determines in its discretion that you have earned an Annual Bonus for a Fiscal Year, the Company will pay the Annual Bonus to you on or before the next regularly scheduled payroll payment date following the release and related 10-K filing with the SEC of the Company’s annual earnings report for such Fiscal Year and filing of the Company’s Annual Report on Form 10-K with the SEC, but in no event later than the end of the third calendar month following the end of such Fiscal Year.
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CONFIDENTIAL INFORMATION AND NON-SOLICITATION AGREEMENT
All employees are required to abide by Vislink’s rules and policies, which include the Employee Confidential Information and Non-Solicitation Agreements. These agreements prohibit the unauthorized use or disclosure of Vislink’s proprietary and confidential information and the unauthorized disclosure or use of any third party’s proprietary and confidential information. In addition, as a condition of employment, you agree that you will not assist any person or organization in competing with Vislink, in preparing to compete with the Company, or in hiring any employees of Vislink.
Throughout the duration of your employment, you agree to disclose to Vislink any continuing outside working relationships with other customers or entities with whom you are working or will work (whether or not for compensation), as well as any potential conflicts of interest, sources of income or other business endeavors.
SEVERANCE
A. Payment of Accrued but Unpaid Compensation and Benefits.
Upon termination of your employment for any reason, you (or your estate following death) shall receive (i) a lump sum severance payment in the form of one (1) week’s base salary for every year of employment with the Company starting on January 19, 2024 through the date of termination in accordance with the Company’s payroll practices following the date of termination plus your accrued but unused vacation days at the Annualized Salary in effect as of the date of termination; plus (ii) any other benefits or rights you have accrued or earned through the date of termination in accordance with the terms of the applicable fringe or employee benefit plans and programs of the Company. Except as provided in B below or as expressly provided pursuant to the terms of any employee benefit plan, you will not be entitled to earn or accrue any additional compensation or benefits for any period following the date of termination.
B. Termination of Employment by the Company without Cause or by the Executive for Good Reason
In addition to the compensation and benefits payable above, if (i) your employment is terminated by the Company without Cause or by you for Good Reason and (ii) you return an executed release to the Company, which becomes final, binding, and irrevocable within sixty (60) days following the date of termination, you (or your estate following death) shall be entitled to receive continuation coverage under the Company’s group health, dental and/or vision plans for yourself, your spouse and/or your eligible dependents pursuant to COBRA, the Company will reimburse you for the COBRA premiums, if any, for such continuation coverage for you, your spouse and dependents under the Company’s group health, dental and vision plans for twelve (12) months or until such COBRA continuation coverage otherwise expires so long as you make a timely election to do so in accordance with our standard policies and applicable law.
At-Will Employment
Your employment with Vislink will be “at will.” This means that either you or the Company may terminate your employment relationship at any time, with or without notice and with or without cause. By accepting this position, you confirm you understand and agree that this at-will relationship cannot be changed or retracted, either orally or in writing, or by any policy or conduct unless you receive a document expressly stating that your employment is no longer at-will.
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Your employment relationship and any agreement pursuant to this offer letter shall, to the fullest extent permitted by law, be interpreted, construed, governed, and enforced according to the laws of the State of New Jersey without regard to the application of choice of law rules.
Looking forward to working together!
Sincerely,
Kimberly Iadevaia
Human Resources
KI/lw
Attachment
OFFER LETTER ACCEPTANCE
I have read and accept the Employment Offer.
I CERTIFY that all information submitted by me to Vislink is true and complete. I understand that if any false information, omissions, or misrepresentations are discovered, my submission may be rejected, and if I am employed, my employment may be terminated at any time.
In consideration of my employment, I agree to comply with all Vislink’s rules, policies, and regulations. I agree that my employment and compensation can be terminated, with or without cause, and with or without notice, at any time, at either my or the Company’s option.
I also understand and agree that the terms and conditions of my employment may be changed, with or without cause, and with or without notice at any time by the Company. I understand that no company representative, other than its Officers, and then only in writing and signed by an Officer, has any authority to enter into any agreement for employment for any specific period of time, or to make any agreement contrary to the foregoing.
I hereby give the Company my permission to contact former employers and references provided and to conduct a background check as usual company policy.
| /s/ Michael C. Bond | ||
| Name: | Michael C. Bond | |
| Date: |
Exhibit A
1. “Cause” means one or more of the following:
| a. | Your willful and continuous failure to perform your essential duties hereunder or the lawful directives of the Board (other than as a result of illness or injury); | |
| b. | Your willful misconduct or gross negligence in the performance of your duties hereunder that directly or could reasonably be expected to materially and demonstrably impair or damage the property, goodwill, reputation, business, or finances of the Company; | |
| c. | Your commission of, or plea of nolo contendere to, a felony or a crime involving moral turpitude that could reasonably be expected to materially and demonstrably impair or damage the property, goodwill, reputation, business, or finances of the Company; | |
| d. | The material breach of your obligations under the Confidentiality Agreement; | |
| e. | Your willful material violation of the Company policies involving employee conduct or business ethics that could reasonably be expected to materially and demonstrably impair or damage the property, goodwill, reputation, business, or finances of the Company; or | |
| f. | Your commission of any willful acts of personal dishonesty in connection with your responsibilities as an employee of the Company that could reasonably be expected to materially and demonstrably impair or damage the property, goodwill, reputation, business, or finances of the Company. |
Notwithstanding the foregoing, in the event you engage in any act or course of conduct that is described in clauses a, b, d, or e above, the Company shall give you written notice prior to terminating your employment based upon such act or course of conduct described in clauses a, b, d, or e, setting forth the nature of any alleged act or course of conduct that allegedly constitutes Cause hereunder and to the extent that such act or course of conduct can be cured, you shall be given fifteen (15) days (or such longer period of time as may be set forth in the notice, to cure or remedy such act or course of conduct. If the act or course of conduct cannot be cured or remedied, the Board may terminate your employment for Cause immediately upon providing notice to you. If the acts or omissions can be cured or remedied but you fail to do so within the period of time provided by the Board in a written notice to you, the Board may terminate your employment for Cause upon delivering written notice to you upon expiration of such cure period.
2. “Good Reason” means, unless you have consented in writing thereto, the occurrence of any of the following:
| a. | the assignment to you of any duties materially inconsistent with your position, including any change in status, title, authority, duties or responsibilities or any other action which results in a material diminution in such status, title, authority, duties or responsibilities; provided, however, that your assignment following a Change in Control (as defined in the Company’s 2023 Omnibus Equity Incentive Plan) of the Company to a subsidiary or operating division of the Company (or its successor in interest) will not constitute a Good Reason if your duties and responsibilities following such Change in Control are commensurate with your duties and responsibilities immediately prior to the Change in Control; | |
| b. | a material reduction in Annualized Salary without your consent by the Company; |
| c. | a material reduction in the target Annual Bonus opportunity; | |
| d. | the relocation of your principal office without your written consent to a location that increases your one-way commute from his residence at the time such relocation becomes effective by more than 30 minutes; | |
| e. | the failure of the Company to obtain the assumption in writing of the Company’s obligation to perform this offer letter by any successor to all or substantially all of the assets of the Company within 15 days after a Business Combination or a sale or other disposition of all or substantially all of the assets of the Company; or | |
| f. | any material reduction in the Company’s willingness or obligation to indemnify you against liability for actions (or inaction, as the case may be) in his capacity as an officer, director, or employee of the Company. |
Exhibit 10.2
VISLINK TECHNOLOGIES, INC.
RESTRICTED STOCK UNITS AGREEMENT
(Employment Inducement Award)
Dated as of January 19, 2024
THIS RESTRICTED STOCK UNITS AGREEMENT is made by and between Vislink Technologies, Inc. (the “Company”) and Michael Bond (the “Employee”).
WHEREAS, the Employee has entered into an at-will employment relationship with the Company pursuant to that certain offer letter dated, executed as of the date hereof by and between the Employee and the Company (the “Employment Agreement”); and
WHEREAS, in accordance with the terms of the Employment Agreement, the Committee desires to make an award of restricted stock units to the Employee as an “employment inducement award” (within the meaning of Nasdaq Listing Rule 5635(c)(4)).
NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, and for other good and valuable consideration, the parties agree as follows:
| 1. | The Restricted Stock Units Award. In accordance with the employment inducement award exception to the shareholder approval requirements of the Nasdaq Stock Market (the “Nasdaq”) set forth in Nasdaq Listing Rule 5635(c)(4), the Company hereby grants to the Employee 29,055 restricted stock units (the “Units”). It is understood that the grant of such Units is not made pursuant to the Company’s 2013 Long-Term Stock Incentive Plan (the “Plan”) or any other equity-based incentive plan of the Company or its Affiliates; provided, however, that, unless inconsistent with the express terms of this Agreement, this Agreement shall be construed, and the Units shall be administered, consistent with the provisions of the Plan, the terms of which are herein incorporated by reference. An Award shall be paid hereunder, only to the extent that such Award is Vested, as provided in this Agreement. The Employee’s rights to the Units are subject to the restrictions described in this Agreement and the Plan in addition to such other restrictions, if any, as may be imposed by law. |
| 2. | Definitions. The following definitions will apply for purposes of this Agreement. Capitalized terms not defined in the Agreement shall have the same meaning as in the Plan, including without limitation the following terms: “Affiliate”; “Cause”; “Change of Control”; “Fair Market Value”; and “Committee.” |
| (a) | “Agreement” means this Restricted Stock Units Agreement by and between the Company and the Employee. |
| (b) | “Award” means the grant of Units in accordance with this Agreement. |
| (c) | “Common Stock” means the common stock of the Company, $0.00001 par value. |
| (d) | “Company Group” means the Company together with its Affiliates. |
| (e) | “Grant Date” means January 19, 2024. |
| (f) | “Payment Date” means, as to Vested Units, within 30 days of the date on which the Units become Vested; provided that notwithstanding anything to the contrary in this Agreement or the Plan, if the Payment Date would occur within any “black-out period” consistent with the Company’s Employee Handbook or “insider trading” policy applicable to the Employee, then, upon the written election of the Employee received by the Chief Executive Officer of the Company prior to such Payment Date for such Vested Units, the shares of Common Stock to be issued in settlement of such Vested Units may be issued on the first business day following the expiration of such “black-out period” but not later than March 15 of the calendar year following the calendar year in which the Vested Units become fully vested or December 31 of the calendar year in which the deferred Vested Units otherwise settle and such date shall be deemed to be the applicable Payment Date in respect of such Vested Units. |
| (g) | “Unit” means a notional unit which is equivalent to a single share of Common Stock on the Grant Date, subject to Section 7(a). |
| (h) | “Vested” means that portion of the Award to which the Employee has a nonforfeitable right. |
| (i) | “Vesting Dates” means the dates of vesting of the Awards pursuant to Section 3 of this Agreement. |
| 3. | Vesting. Subject to Sections 5 and 6 below, the Award shall become Vested based on the schedule as outlined in Annex A. |
| 4. | Payment of Award. Subject to Section 7(d) below, on the Payment Date, the Company shall issue to the Employee that number of shares of Common Stock as equals that number of Units which have become Vested. |
| 5. | Termination of Employment. |
| (a) | Resignation or Termination by the Company. If the Employee ceases to be employed by the Company Group prior to a Vesting Date as a result of resignation, dismissal or any other reason, then the portion of the Award that has not previously Vested shall be forfeited automatically. |
| (b) | Meaning of termination of employment. If the Company or a member of the Company Group provides Employee a written notice of termination of employment but the termination of employment is not effective for a period of more than thirty (30) days due to applicable law or contractual arrangements between a member of the Company Group and the Employee, for the purposes of this Award, including without limitation Section 5(a) hereof, the Employee’s employment shall be deemed terminated and the Employee shall be deemed ceased to be employed by the Company Group on the date that is thirty (30) days from the date of such notice instead of the actual date of termination. |
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| 6. | Dividends. On each date on which dividends are paid by the Company, the Employee shall be credited with that number of additional Units (including fractional Units) as is equal to the amount of the dividend that would have been paid on the Units then credited to the Employee under this Agreement (which shall not include any Vested Units following the Payment Date in respect of such Vested Units) had they been held in Common Stock on such date divided by the Fair Market Value of a share of Common Stock on such date. |
| 7. | Miscellaneous. |
| (a) | Adjustments Based on Certain Changes in the Common Stock. In the event of any stock split, reverse stock split, stock dividend, recapitalization or similar change affecting the Common Stock, the Award shall be equitably adjusted. |
| (b) | No Voting Rights. The Award shall not be interpreted to bestow upon the Employee any equity interest or ownership in the Company or any Affiliate prior to the applicable Payment Date, and then only with respect to the shares of Common Stock issued on such Payment Date. |
| (c) | No Assignment. No right or benefit or payment under the Award shall be subject to assignment or other transfer nor shall it be liable or subject in any manner to attachment, garnishment or execution. |
| (d) | Withholding. The Employee is responsible for payment of any taxes required by law to be withheld by the Company with respect to an Award. To facilitate that payment, the Company will, to the extent permitted by law, retain from the number of shares of Common Stock issued to the Employee on the Payment Date that number of shares necessary for payment of the minimum tax withholding amount, valued at their Fair Market Value on the business day most immediately preceding the date of retention. To the extent the Company’s withholding obligation cannot be satisfied by means of share withholding, the Company may, to the extent permitted by law, deduct any such tax obligation from any payment of any kind due to the Employee. |
| (e) | Employment Rights. This Agreement shall not create any right of the Employee to continued employment with the Company or its Affiliates or limit the right of Company or its Affiliates to terminate the Employee’s employment at any time and shall not create any right of the Employee to employment with the Company or any of its Affiliates. Except to the extent required by applicable law that cannot be waived, the loss of the Award shall not constitute an element of damages in the event of termination of the Employee’s employment even if the termination is determined to be in violation of an obligation of the Company or its Affiliates to the Employee by contract or otherwise. |
| (f) | Unfunded Status. The obligations of the Company hereunder shall be contractual only. The Employee shall rely solely on the unsecured promise of the Company and nothing herein shall be construed to give the Employee or any other person or persons any right, title, interest or claim in or to any specific asset, fund, reserve, account or property of any kind whatsoever owned by the Company or any Affiliate. |
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| (g) | Severability. Any term or provision of this Agreement that is invalid or unenforceable in any situation in any jurisdiction will not affect the validity or enforceability of the remaining terms and provisions hereof or the validity or enforceability of the offending term or provision in any other situation or in any other jurisdiction. In the event that any provision hereof would, under applicable law, be invalid or unenforceable in any respect, such provision will be construed by modifying or limiting it so as to be valid and enforceable to the maximum extent compatible with, and possible under, applicable law. |
| (h) | Governing Law. This Agreement and all actions arising in whole or in part under or in connection herewith, will be governed by and construed in accordance with the domestic substantive laws of the State of Delaware, without giving effect to any choice or conflict of law provision or rule that would cause the application of the laws of any other jurisdiction. |
| (i) | 409A. The Award shall be construed and administered consistent with the intent that it be at all times in compliance with, or exempt from, the requirements of Section 409A of the Internal Revenue Code and the regulations thereunder. |
| (j) | Amendment. This Agreement may be amended only by mutual written agreement of the parties. |
| (k) | The Award shall in all respects be subject to the Company’s Clawback Policy as in effect from time to time. |
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IN WITNESS WHEREOF, the undersigned have executed this Restricted Stock Units Agreement as of the date first written above.
| VISLINK TECHNOLOGIES, INC. | ||
| By: | /s/ Carleton Miller | |
| Name: | Carleton Miller | |
| Title: | CEO | |
| EMPLOYEE | ||
| By: | /s/ Michael Bond | |
| Michael Bond | ||
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Annex A
An inducement grant of 29,055 RSUs with 9,406 of that total time-based and 19,649 performance-based, vesting in three tranches.
Time-Based RSUs: One-half (1/2) of the time-based RSUs (in total 9,406) shall vest on January 19, 2025, and one-half (1/2) shall vest on January 19, 2026, provided that the Grantee remains in continuous employment with the Company on each applicable vesting date.
Performance-Based RSUs: Subject to adjustment as set forth below, 19,649 RSUs will vest in three (3) equal tranches upon attainment of the targets set by the Board in its sole discretion in February 2022. In order for each such tranche of RSUs to vest, the Grantee must have remained in continuous employment with the Company on each applicable vesting date.
Tranche 1: 6,549 RSUs will vest upon the Corporations attainment, on or before December 31, 2026 of revenue of more than $35,575,000 accumulated over four consecutive fiscal quarters.
Tranche 2: 6,550 RSUs will vest upon the Corporations attainment, on or before December 31, 2026 of revenue of more than $37,353,000 accumulated over four consecutive fiscal quarters.
Tranche 3: 6,550 RSUs will vest upon the Corporations attainment, on or before December 31, 2026 of revenue of more than $39,220,000 accumulated over four consecutive fiscal quarters.
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