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EXHIBIT 99.4
THIRD AMENDMENT TO
NEOMORPHIC, INC.
1998 STOCK OPTION PLAN
The 1998 Stock Option Plan of Neomorphic, Inc. is amended as follows:
SUBSECTION 5(d)(iii) IS AMENDED TO READ AS FOLLOWS:
5. (d) RIGHT TO EXERCISE. Each ISO shall become exercisable
and vest according to the terms and conditions established by the Board and
reflected in the written agreement evidencing the option (the "ISO Option
Agreement").
. . .
(iii) In the event a Recipient's Service is
terminated by the Company for any reason other than for Cause (as
defined in Subsection 5(h)(v)) after such assumption or substitution
and within one year of such Ownership Change, the ISO shall become
immediately exercisable and all unvested shares acquired upon exercise
of such ISO shall be vested in full as of the date on which Recipient's
service ends.
SUBSECTION 6(c)(iii) IS AMENDED TO READ AS FOLLOWS:
6. (c) RIGHT TO EXERCISE. Each NQSO shall become exercisable
and vest according to the terms and conditions established by the Board
and reflected in the written agreement evidencing the option (the "NQSO
Option Agreement").
. . .
(iii) In the event a Recipient's Service is
terminated by the Company for any reason other than for Cause (as
defined in Subsection 6(g)(v)) after such assumption or substitution
and within one year of such Ownership Change, the NQSO shall become
immediately exercisable and all unvested shares acquired upon exercise
of such NQSO shall be vested in full as of the date on which
Recipient's service ends.
