DEF 14A of Arteris, Inc., Apr 23, 2025

DEF 14A of Arteris, Inc.

Filed Apr 23, 2025 · FY20240001193125-25-091349

Open on EDGAR

  1. ELECTION OF DIRECTORS

    ELECTION OF DIRECTORS Our Board is divided into three classes. Each class consists, as nearly as possible, of one-third of the total number of directors, and each class has a staggered, three-year term. Unless the Board determines that vacancies (including vacancies created by increases in the number of directors) shall be filled by the stockholders, and except as otherwise provided by law, vacancies on the Board may be filled only by the affirmative vote of a majority of the remaining directors. A director elected by the Board to fill a vacancy (including a vacancy created by an increase in the number of directors) shall serve for the remainder of the full term of the class of directors in which the vacancy occurred and until such director’s successor is elected and qualified. The Board currently consists of seven seated directors, divided into the three following classes:

  2. ELECTION OF DIRECTORS

    | • | Class I directors: K. Charles Janac and S. Atiq Raza, whose current terms will expire at the Annual Meeting; |

  3. ELECTION OF DIRECTORS

    | • | Class II directors: Antonio J. Viana, Wayne C. Cantwell and Joachim Kunkel, whose current terms will expire at the annual meeting of stockholders to be held in 2026; and |

  4. ELECTION OF DIRECTORS

    | • | Class III directors: Raman K. Chitkara and Claudia Fan Munce, whose current terms will expire at the annual meeting of stockholders to be held in 2027. |

  5. ELECTION OF DIRECTORS

    At each annual meeting of stockholders, the successors to directors whose terms will then expire will be elected to serve from the time of election and qualification until the third subsequent annual meeting of stockholders. Mr. Janac and Mr. Raza have been nominated to serve as Class I directors and have elected to stand for reelection. If elected, each of Mr. Janac and Mr. Raza will hold office from the date of his election by the stockholders until the third subsequent annual meeting of stockholders in 2028 or until his successor is elected and has been qualified, or until his earlier death, resignation or removal. Shares represented by executed proxies will be voted, if authority to do so is not withheld, for the election of the two nominees named below. In the event that any nominee should be unavailable for election as a result of an unexpected occurrence, such shares will be voted for the election of such substitute nominee as the Board may propose. Mr. Janac and Mr. Raza have agreed to serve if elected, and management has no reason to believe that any of Mr. Janac and Mr. Raza will be unable to serve. Directors are elected by a plurality of the votes cast at the meeting. The following table sets forth, for the Class I nominees who are currently standing for re-election, and for our other current directors who will continue in office after the Annual Meeting, information with respect to their ages as of April 10, 2025 and position/office held within the Company:

  6. ELECTION OF DIRECTORS

    | Name | Age | Position/Office Held With the Company | Director Since | | Class I Directors whose terms expire at the Annual Meeting of Stockholders | | | | | K. Charles Janac | 67 | Chairman, President and Chief Executive Officer | 2005 | | S. Atiq Raza(1)(2) | 75 | Director | 2014 | | Class II Directors whose terms expire at the 2026 Annual Meeting of Stockholders | | | | | Antonio J. Viana(1)(2)(3) | 53 | Director | 2016 |

  7. ELECTION OF DIRECTORS

    | Name | Age | Position/Office Held With the Company | Director Since | | Wayne C. Cantwell(1)(3) | 60 | Director | 2014 | | Joachim Kunkel(1) | 66 | Director | 2024 | | Class III Directors whose terms expire at the 2027 Annual Meeting of Stockholders | | | | | Raman K. Chitkara(3) | 66 | Director | 2021 | | Claudia Fan Munce | 65 | Director | 2022 |

  8. ELECTION OF DIRECTORS

    | (1) Member of the Compensation Committee. |

  9. ELECTION OF DIRECTORS

    | (2) Member of the Nominating and Corporate Governance Committee. |

  10. ELECTION OF DIRECTORS

    | (3) Member of the Audit Committee. |

  11. ELECTION OF DIRECTORS

    Set forth below is biographical information for the nominees and each person whose term of office as a director will continue after the Annual Meeting. The following includes certain information regarding our directors’ individual experience, qualifications, attributes and skills that led the Board to conclude that they should serve as directors.

  12. Nominees for Election to a Three-Year Term Expiring at the 2028 Annual Meeting of Stockholders

    Nominees for Election to a Three-Year Term Expiring at the 2028 Annual Meeting of Stockholders K. Charles Janac has served as our President and Chief Executive Officer since May 2005, where he is responsible for growing a global market position for the company that is pioneering the concept of NoC technology. Mr. Janac has served on our Board since July 2005 and has served as Chairman of our Board since August 2007. Mr. Janac’s career spans 40 years and multiple industries including electronic design automation, semiconductor capital equipment, nano-technology, industrial polymers and venture capital. From September 2001 to January 2003, Mr. Janac served as President and Chief Executive Officer of Nanomix, helping build the start-up nano-technology company. Prior to that, from 1999 to 2001, Mr. Janac worked as Entrepreneur-in-Residence at Infinity Capital, a leading early-stage Venture Capital firm, where he consulted on Information Technology investment opportunities. Mr. Janac formed Smart Machines, a manufacturer of semiconductor automation equipment, in October 1992 and served as President and Chief Executive Officer from 1993 to 1999. Mr. Janac sold it to Brooks Automation, a semiconductor manufacturing company, in May 1999. In the first decade of his career, Mr. Janac held various marketing and sales positions at Cadence Design Systems, a public computer software company, from 1983 to 1992, where he helped build the company into one of the ten largest technical software companies in the world. Mr. Janac holds a B.S. and M.S. degree in Organic Chemistry from Tufts University and an M.B.A from Stanford Graduate School of Business. We believe Mr. Janac is qualified to serve on our board of directors because of his extensive management and leadership experience with technology companies. S. Atiq Raza has served as a member of our Board since January 2014. Since June 2014, Mr. Raza has served as the Chairman of Virsec Systems, Inc., a cybersecurity software company. Mr. Raza also serves as an independent director of Weebit Nano, a non-volatile memory company, and as Chairman of the board of directors of both PeerNova, a company applying Blockchain technology to financial data transport, and CloudDefense, a software company that provides security scanning tools. Formerly, Mr. Raza served as President and Chief Operating Officer of Advanced Micro Devices, Inc., a publicly traded semiconductor company, from January 1996 to October 1999. In January 2008, the SEC filed insider trading charges against Mr. Raza alleging he unlawfully traded on confidential information he received in his capacity as a director of OrthoClear Holdings, Inc. Also in January 2008, without admitting or denying the SEC’s allegations, Mr. Raza agreed to pay a total of approximately $3.0 million, which was comprised of the disgorgement of his trading profits, a civil penalty and interest. In addition, Mr. Raza agreed to a five-year ban from serving as a director or officer of any publicly traded company. The ban expired on January 24, 2013. Mr. Raza holds a BS (Hon) in Physics from the University of the Punjab in Lahore, a BS (Hon) in Electronic Engineering from the University of London, United Kingdom and a MS in Materials Science and Engineering from Stanford University. We believe Mr. Raza’s knowledge and insight, gained through his experience in leading companies in the semiconductor field and technology sector generally, make him well qualified to serve as a member of our Board.

  13. THE BOARD OF DIRECTORS RECOMMENDS A VOTE

    THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR THE ELECTION OF THE NAMED NOMINEES.

  14. Directors Continuing in Office Until the 2026 Annual Meeting of Stockholders

    Directors Continuing in Office Until the 2026 Annual Meeting of Stockholders Antonio J. Viana has served as a member of our Board since October 2016. In addition to Arteris, Mr. Viana serves as a non-executive director for BrainChip Holdings Ltd, PQShield Ltd and Parsley360 Inc. Mr. Viana has served with BrainChip, an Australian and U.S. based neuro-morphic AI Processor company, since June 2021. In March of 2022, Mr. Viana was appointed Chairman of the Board for BrainChip. In November 2024, Mr. Viana was appointed to the board of PQShield Ltd, a world leading provider of post-quantum cryptography solutions. In October 2024, Mr. Viana was appointed to the board of Parsley360 Inc, a US based, emerging PaaS company empowering corporate performance through its innovative use of data driven, empathetic AI. From August 2016 to 2021, Mr. Viana served as the Executive Chairman of QuantalRF AG, a next generation, front-end RF solutions company. Prior to that, Mr. Viana served in a number of senior leadership positions at ARM Holdings from 1998 to 2005 and from 2008 to 2015, most notably as President and Executive VP of Commercial and Global Development, Executive VP of Worldwide Sales and Global Director of the ARM Foundry Program. Mr. Viana also served as Senior Vice President of Worldwide Sales at Tensilica (now Cadence) from 2005 to 2008. Mr. Viana holds a BS in Industrial and Systems Engineering from California Polytechnic State University, San Luis Obispo. We believe Mr. Viana’s extensive experience in the technology sector makes him well qualified to serve as a member of our Board. Wayne C. Cantwell serves as our Lead Independent Director and has served as a member of our Board since January 2014. Since November 2009, Mr. Cantwell has served as a Cofounder and Managing Director of Decathlon Capital Partners, a provider of growth stage capital. Mr. Cantwell also previously served as General Partner of Crescendo Ventures, a venture capital firm, from February 2003 to 2022. Prior to that, from 2003 to 2004, Mr. Cantwell served as Chief Executive Officer of SOISIC SA, a French Semiconductor Licensing Company. Prior to that, from 1999 to 2001, Mr. Cantwell served as Chief Executive Officer of inSilicon Corporation, a semiconductor licensing company. Mr. Cantwell holds a BSEET in Engineering from DeVry Institute of Technology. We believe Mr. Cantwell’s extensive experience in leadership positions at venture capital firms and his knowledge and insight in the technology sector make him well qualified to serve as a member of our Board. Joachim Kunkel has served as a member of our Board since September 2024. Mr. Kunkel is an industry leader with three decades of experience at Synopsys, Inc., a publicly-traded software company, where he most recently served as the General Manager of Synopsys’ Intellectual Property (IP) business unit. In this role, he built the Synopsys IP business and grew Synopsys’ IP revenue to over $1.5B, making Synopsys the industry’s second-largest IP provider and the largest provider of Foundation IP and Interface IP. While at Synopsys, Joachim also laid the foundation for Synopsys’ virtual prototyping and FPGA-based prototyping business. Before joining Synopsys in 1994, Joachim was a co-founder of CADIS GmbH in Aachen, Germany. There, he served as Managing Director and performed various duties in engineering, sales, and marketing. Before co-founding CADIS he was a research assistant at the Aachen University of Technology, where he conducted research in system-level simulation techniques for digital signal processing, with special emphasis on parallel computing. Joachim holds an M.S.E.E. degree, the Dipl.-Ing. der Nachrichtentechnik, from the Aachen University of Technology.

  15. Directors Continuing in Office Until the 2027 Annual Meeting of Stockholders

    Directors Continuing in Office Until the 2027 Annual Meeting of Stockholders Raman K. Chitkara has served as a member of our Board since January 2021. Mr. Chitkara has also served as a director of Automation Anywhere, a software company that develops robotic process automation software, since March 2021, and as a director of SiTime, a publicly traded supplier of silicon timing solutions, since November 2019. Mr. Chitkara previously served as a director of Xilinx, a publicly traded supplier of programmable logic devices, from August 2018 until February 2022, when Xilinx was sold to Advanced Micro Devices, a public semiconductor company. Previously, from September 1984 to June 2018, Mr. Chitkara served in a number of roles, including as a partner and Global Technology Industry Leader, at PwC in the United States. Mr. Chitkara holds a Bachelor of Commerce in accounting and business management from Shri Ram College of Commerce, University of Delhi, in India. We believe Mr. Chitkara’s extensive accounting expertise and his insights gained as a public company director make him well qualified to serve as a member of our Board. Claudia Fan Munce has served as a member of our Board since May 2022. Ms. Munce has served as a Venture Advisor at New Enterprise Associates, one of the world’s largest venture capital firms, since January 2016. Previously, she served as a Managing Director of IBM Venture Capital Group and Vice President of Corporate Strategy at IBM Corp. from 2004 to 2015; Director of Strategy, IBM Venture Capital Group from 2003 to 2004; and Head of Technology Transfer and Licensing, IBM Research from 1994 to 2000. Ms. Munce currently serves on the boards of Best Buy Co., Inc., a retailer of electronic goods and services, and BMO Financial Group, as well as many private and non-profit organizations. Claudia is also an award winning faculty member of Stanford Graduate School of Business where she teaches Corporate Governance and Entrepreneurship and Venture Capital. We believe Ms. Munce’s extensive experience serving on the boards of public companies as well as leadership experience at venture capital firms make her well qualified to serve as a member of our board of directors.

  16. Audit Committee

    | • | reviews and makes recommendations to the Board regarding director compensation; |

  17. DIRECTOR COMPENSATION

    DIRECTOR COMPENSATION For year 2024, our non-employee directors were compensated under our non-employee director compensation program, as summarized below. The non-employee director compensation program was determined by our Board after consultation with Compensia, an independent compensation consultant. Cash Compensation. All non-employee directors are entitled to receive the cash compensation as set forth in the tables below. Board Service

  18. DIRECTOR COMPENSATION

    | Non-Employee Director: | | $50,000 | | Additional Board Service | | | | Lead Independent Director: | | $25,000 | | Additional Committee Service | | | | | Chair | Non-Chair | | Audit Committee Member | $20,000 | $10,000 | | Compensation Committee Member | $15,000 | $7,500 | | Nominating and Corporate Governance Committee Member | $10,000 | $5,000 |

  19. DIRECTOR COMPENSATION

    Director fees are payable in cash in arrears in four equal quarterly installments not later than 30 days following the final day of each calendar quarter, provided that the amount of each payment is prorated for any portion of a quarter that a director is not serving on our Board or applicable committee of the Board. Directors may elect to receive all or a portion of their cash fees in RSUs, with each such RSU award covering a number of shares calculated by dividing (i) the amount of the annual retainer that would have otherwise been paid to such director by (ii) the average per share closing trading price of our common stock over the most recent 30 trading days as of the grant date (the “30 day average price”). Such RSUs will be automatically granted on the fifth day of the month following the end of the calendar quarter to which the corresponding director fees were earned and will be fully vested on grant. Equity Compensation. Non-employee directors are entitled to receive all types of awards (except incentive stock options) under the 2021 Incentive Award Plan (the “2021 Plan”) (or the applicable equity plan in place at the time of grant), including discretionary awards not covered under the outside director compensation policy. Under the non-employee director compensation program, nondiscretionary, automatic grants of RSUs are made to our non-employee directors as follows:

  20. DIRECTOR COMPENSATION

    | • | Initial RSU grant: Unless otherwise provided by the Board prior to commencement of service of an applicable director, each non-employee director will automatically be granted that number of RSUs upon the director’s initial appointment or election to our Board, referred to as the Initial Grant, calculated by dividing (i) $300,000 by (ii) the 30 day average price. The Initial RSU Grant will vest as to one-third of the underlying shares on each anniversary of the grant date, subject to continued service through each applicable vesting date. |

  21. DIRECTOR COMPENSATION

    | • | Annual RSU grant: Each nonemployee director who (i) has been serving on our Board for four months prior to an annual meeting and (ii) will continue to serve on our Board following such annual meeting, will automatically be granted that number of RSUs upon such annual meeting, calculated by dividing (i) $150,000 (or $250,000 for the Lead Independent Director) |

  22. DIRECTOR COMPENSATION

    | by (ii) the 30 day average price. The Annual Grant will vest on the earlier of the first anniversary of the date of grant or the date of the next annual stockholder’s meeting, subject to continued service through the applicable vesting date. |

  23. DIRECTOR COMPENSATION

    All equity awards granted to members of our Board will fully vest if the Company experiences a change in control, subject to the applicable Board member’s continued service through such date. In addition, each director may elect to defer the settlement of all or a portion of their RSUs they receive under the non-employee director compensation program until the earliest of a fixed date properly elected by the director, the director’s termination of service or a change in control. In addition to the compensation under our non-employee director compensation program, effective as of December 1, 2021, Isabelle Geday, a former member of the Board, entered into a consulting agreement with us for a three-year term. Pursuant to the consulting agreement, Ms. Geday provided certain consulting services for a fee of $26,445 per month for the first 12 months and $19,445 per month thereafter until November 30, 2024. Ms. Geday resigned from the Board effective March 27, 2025. In recognition of Ms. Geday’s long-standing service to the Company, the Board approved the accelerated vesting of 19,287 RSUs granted to Ms. Geday pursuant to the annual award granted in connection with the Company’s 2024 annual meeting of stockholders. Ms. Geday’s 2024 annual award would otherwise have vested on the earlier of June 4, 2025 and the date of the Annual Meeting.

  24. 2024 Director Compensation

    2024 Director Compensation The following table sets forth information for 2024 regarding the compensation awarded to, earned by or paid to our non-employee directors. Directors who are also our employees receive no additional compensation for their service as directors.

  25. 2024 Director Compensation

    | Name | Fees Earned or Paid in Cash ($)(1) | Stock Awards ($)(2) | Other ($)(3) | Total ($) | | Antonio Viana | 77,500 | 147,738 | — | 225,238 | | S. Atiq Raza | 62,500 | 147,738 | — | 210,238 | | Wayne Cantwell | 100,000 | 246,231 | — | 346,231 | | Claudia Fan Munce | 55,000 | 147,738 | — | 202,738 | | Isabelle Geday(4) | 50,000 | 147,738 | 213,895 | 411,633 | | Raman Chitkara | 70,000 | 147,738 | — | 217,738 | | Joachim Kunkel | 16,719 | 285,884 | — | 302,603 |

  26. 2024 Director Compensation

    | (1) The amounts reported represent the aggregate dollar amount of all fees earned or paid in cash to each nonemployee director for their service as a director during 2024, including any annual retainer fees, committee and/or chairmanship fees. Cash fees are paid quarterly in arrears. Pursuant to the non-employee director compensation program, each of Mr. Viana and Mr. Kunkel elected to receive 100% of their quarterly cash retainers in the form of an RSU award. The fully vested RSU awards consisted of 9,892 RSUs for Mr. Viana and 1,826 RSUs for Mr. Kunkel, each of which was calculated by dividing each quarterly retainer otherwise payable in cash as reported in this column by the applicable 30-day average price. |

  27. 2024 Director Compensation

    | (2) Amounts shown represents the grant date fair value of RSUs granted during year 2024 as calculated in accordance with FASB ASC 718, Compensation—Stock Compensation (ASC Topic 718) and the assumptions outlined in Note 13 of our financial statements included in our 2024 Annual Report on Form 10-K. These amounts do not correspond to the actual value that may be recognized by the director upon settlement of the applicable awards or sale of the underlying shares of stock. |

  28. 2024 Director Compensation

    | (3) Amounts shown for Ms. Geday represent consulting fees earned by Ms. Geday for 2024, as described above. |

  29. 2024 Director Compensation

    | (4) Ms. Geday resigned from the Board effective as of March 27, 2025. |

  30. 2024 Director Compensation

    The table below shows the aggregate numbers of option awards (exercisable and unexercisable) and unvested RSU awards held as of December 31, 2024 by each non-employee director who was serving as of December 31, 2024.

  31. 2024 Director Compensation

    | Name | Options Outstanding at Year End | Unvested RSUs Outstanding at Year End | | Antonio Viana | 56,250 | 19,287 | | S. Atiq Raza | — | 19,287 | | Wayne Cantwell | 75,000 | 32,145 | | Claudia Fan Munce | — | 26,725 | | Isabelle Geday(1) | 455,000 | 34,837 | | Raman Chitkara | — | 19,287 | | Joachim Kunkel | — | 40,096 |

  32. 2024 Director Compensation

    | (1) Ms. Geday resigned from the Board effective as of March 27, 2025. |

  33. 2024 Summary Compensation Table

    2024 Summary Compensation Table The following table sets forth total compensation paid to our NEOs for the years ending on December 31, 2024 and December 31, 2023.

  34. 2024 Summary Compensation Table

    | Name and Principal Position | Year | Salary ($) | Bonus ($)(1) | Stock Awards ($)(2) | Non-Equity Incentive - Plan Compensation ($)(3) | All Other Compensation ($)(4) | Total ($) | | K. Charles Janac | 2024 | 404,000 | — | 723,800 | 349,379 | 6,060 | 1,483,239 | | Chairman, President and Chief Executive Officer | 2023 | 404,000 | — | 641,550 | 278,760 | 13,200 | 1,337,510 | | Laurent R. Moll | 2024 | 352,625 | 1,333 | 492,800 | 116,014 | 10,755 | 973,527 | | Chief Operating Officer | 2023 | 352,625 | — | 446,410 | 92,564 | 10,193 | 901,792 | | Nicholas B. Hawkins | 2024 | 326,200 | — | 394,240 | 159,447 | 12,266 | 892,152 | | Chief Financial Officer | 2023 | 326,200 | — | 344,744 | 127,218 | 13,200 | 811,362 |

  35. 2024 Summary Compensation Table

    | (1) The amount reported represents a patent incentive award bonus. |

  36. 2024 Summary Compensation Table

    | (2) The amounts reported represent the aggregate grant-date fair value of the RSUs awarded to the NEOs, calculated in accordance with ASC Topic 718. Assumptions used in the calculation of these amounts are included in Note 13 to our financial statements in our Annual Report on Form 10-K. The actual amount ultimately realized by any NEO is based on a number of factors, including the number of shares that are earned and ultimately vest, the timing of vesting, the timing of any sale of shares and the market price of our common stock at that time. |

  37. 2024 Summary Compensation Table

    | (3) Amounts shown represent the annual performance-based cash bonuses and commissions earned by our NEOs based on the achievement of certain corporate performance objectives during 2024. These amounts were paid to the NEOs following certification of the performance objectives in February 2025. Please see the descriptions of the annual performance bonuses paid to our NEOs under “Non-Equity Incentive Payments for 2024” below, including target amounts. |

  38. 2024 Summary Compensation Table

    | (4) Amounts shown for 2024 represent the 401(k) match contributed by the Company. |

  39. Outstanding Equity Awards at 2024 Year-End

    Outstanding Equity Awards at 2024 Year-End The following table sets forth information regarding outstanding stock options and stock awards held by our NEOs as of December 31, 2024. All options and RSUs are subject to the applicable NEO continuing to provide services to us through the applicable vesting date. See the paragraphs below under the headings “NEO Employment Agreements” for information about the impact of qualifying terminations of employment and a change in control on vesting of these options and RSUs.

  40. Outstanding Equity Awards at 2024 Year-End

    | | Option Awards | | | | | Stock Awards | | | Name | Vesting Commencement Date | Number of Securities Underlying Unexercised Options Exercisable (#) | Number of Securities Underlying Unexercised Options Unexercisable (#) | Option Exercise Price ($) | Option Expiration Date | Number of shares or units of stock that have not vested (#) | Market value of shares or units of stock that have not vested ($)(1) | | K. Charles Janac | 11/11/2021(2) | — | — | — | — | 13,213 | 134,640 | | | 3/7/2023(3) | — | — | — | — | 66,094 | 673,498 | | | 2/1/2024(4) | — | — | — | — | 95,469 | 972,829 | | Laurent R. Moll | 04/28/2021(5) | — | — | — | — | 65,206 | 664,449 | | | 04/28/2021(6) | — | — | — | — | 40,753 | 415,273 | | | 11/11/2021(2) | — | — | — | — | 6,485 | 66,082 | | | 3/7/2023(3) | — | — | — | — | 45,990 | 468,638 | | | 2/1/2024(4) | — | — | — | — | 65,000 | 662,350 | | Nicholas B. Hawkins | 12/19/2019(7) | 197,396 | — | 0.56 | 12/18/2029 | | | | | 11/11/2021(2) | — | — | — | — | 4,634 | 47,220 | | | 3/7/2023(3) | — | — | — | — | 35,517 | 361,918 | | | 2/1/2024(4) | — | — | — | — | 52,000 | 529,880 |

  41. Outstanding Equity Awards at 2024 Year-End

    | (1) Amounts shown are based on market value per share of our common stock of $10.19, which represents the closing price of our common stock on the NASDAQ Global Select Market on December 31, 2024 (which was the last trading day in 2024). |

  42. Outstanding Equity Awards at 2024 Year-End

    | (2) 12.5% of the RSUs vest on May 1, 2022, and then 1/16th on the first of the third month of the quarter thereafter over the remaining 14 quarters. |

  43. Outstanding Equity Awards at 2024 Year-End

    | (3) 1/16th of the RSUs vest on April 1, 2023 and then on each quarterly anniversary thereafter. |

  44. Outstanding Equity Awards at 2024 Year-End

    | (4) 1/16th of the RSUs vest on April 1, 2024 and then on each quarterly anniversary thereafter. |

  45. Outstanding Equity Awards at 2024 Year-End

    | (5) 34,794 RSUs vest on March 15, 2022, 100,000 RSUs vest on September 1, 2022, 2023 and 2024, respectively, and the remaining 65,206 RSUs vest on September 1, 2025. |

  46. Outstanding Equity Awards at 2024 Year-End

    | (6) 84,247, 62,500, 62,500 and 40,753 RSUs vest on September 1 of 2022, 2023, 2024 and 2025, respectively. |

  47. Outstanding Equity Awards at 2024 Year-End

    | (7) The stock options vested as to 25% of the shares subject to the option on November 11, 2020 and as to 1/48th of the shares subject to the option on each monthly anniversary thereafter. |