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Employee Share Option Grant

A negotiated option grant with vesting and leaver terms.

Jurisdiction: England and Wales - completed fictional worked example

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Important: This sample provides general legal information only and is not legal advice. Check the law, prescribed forms and signing requirements that apply to your exact jurisdiction and circumstances before use.

# EMPLOYEE SHARE OPTION GRANT

Date: 1 April 2038

Parties: Lumen Analytics Ltd and Alice Morgan

## 1. Grant and consideration

Lumen grants Alice a personal, non-transferable option to subscribe for 2,000 ordinary shares at £3.40 per share, the board-approved grant price. The option is granted as an employment incentive; the exercise price and any tax or dealing costs are Alice's responsibility unless the plan states otherwise.

## 2. Vesting and exercise

Subject to continued employment, 25% of the option vests on each anniversary of 1 April 2039, 1 April 2040, 1 April 2041 and 1 April 2042. Alice may exercise only vested options in the manner and within the periods prescribed by the plan and this letter. No share is issued until valid exercise and payment.

## 3. Term and change of control

The option remains subject to the plan's expiry date and its exercise windows. Acceleration occurs only on a qualifying change of control expressly recognised by the plan; an acquisition, reorganisation or proposed sale does not itself guarantee acceleration. Lumen may administer the grant consistently with the plan and applicable company law.

## 4. Leaving employment and information

A good leaver may retain vested options if the plan permits, while unvested options and a bad leaver's options are treated under the plan. Lumen will provide the plan rules and reasonable exercise information. Tax treatment, relief and eventual share value are not guaranteed, and Alice should obtain independent advice.

## 5. Governing terms and execution

This grant is governed by the law of England and Wales and disputes are subject to its courts. The plan prevails over this letter where the two cannot be reconciled, but no amendment is effective unless made in the plan's required form. For Lumen Analytics Ltd: Daniel Price, Director. Accepted by Alice Morgan on 1 April 2038.

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