EX-4.4





 Exhibit 4.4 

ECINITY, INC. 
 2012
EQUITY INCENTIVE PLAN 












 TABLE OF CONTENTS 

 

							
	 	 	 	  	Page	 
			
	 1.
	 	PURPOSES OF THE PLAN	  	 	1	 
			
	 2.
	 	DEFINITIONS	  	 	1	 
			
	 3.
	 	STOCK SUBJECT TO THE PLAN	  	 	4	 
			
	 4.
	 	ADMINISTRATION OF THE PLAN	  	 	5	 
			
	 5.
	 	ELIGIBILITY	  	 	7	 
			
	 6.
	 	LIMITATIONS	  	 	7	 
			
	 7.
	 	TERM OF PLAN	  	 	8	 
			
	 8.
	 	TERM OF OPTION	  	 	8	 
			
	 9.
	 	OPTION EXERCISE PRICE AND CONSIDERATION	  	 	8	 
			
	 10.
	 	EXERCISE OF OPTION	  	 	9	 
			
	 11.
	 	NON-TRANSFERABILITY OF OPTIONS AND STOCK PURCHASE RIGHTS	  	 	12	 
			
	 12.
	 	NO RIGHTS AS STOCKHOLDERS	  	 	12	 
			
	 13.
	 	STOCK PURCHASE RIGHTS	  	 	12	 
			
	 14.
	 	ADJUSTMENTS UPON CHANGES IN CAPITALIZATION, MERGER OR ASSET SALE	  	 	13	 
			
	 15.
	 	TIME OF GRANTING OPTIONS AND STOCK PURCHASE RIGHTS	  	 	15	 
			
	 16.
	 	AMENDMENT AND TERMINATION OF THE PLAN	  	 	16	 
			
	 17.
	 	STOCKHOLDER APPROVAL	  	 	16	 
			
	 18.
	 	INABILITY TO OBTAIN AUTHORITY	  	 	16	 
			
	 19.
	 	RESERVATION OF SHARES	  	 	16	 
			
	 20.
	 	INFORMATION TO HOLDERS AND PURCHASERS	  	 	16	 
			
	 21.
	 	REPURCHASE PROVISIONS	  	 	17	 
			
	 22.
	 	PARTICIPANT REPRESENTATIONS	  	 	17	 
			
	 23.
	 	CODE SECTION 409A	  	 	18	 
			
	 24.
	 	GOVERNING LAW	  	 	18	 
			
	 25.
	 	RESTRICTIONS ON SHARES	  	 	18	 
			
	 26.
	 	LOCK-UP AGREEMENT	  	 	18	 
			
	 27.
	 	SEVERABILITY	  	 	19	 


  
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 ECINITY, INC. 

2012 EQUITY INCENTIVE PLAN 

1.    Purposes of the Plan. The purposes of the Ecinity, Inc. 2012 Equity Incentive Plan are to attract and retain
the best available personnel for positions of substantial responsibility, to provide additional incentives to Employees, Directors and Consultants and to promote the success of the Company’s business. Options granted under the Plan may be
Incentive Stock Options or Non-Qualified Stock Options, as determined by the Administrator at the time of grant. Stock Purchase Rights may also be granted under the Plan. 

2.    Definitions. As used herein, the following definitions shall apply: 

(a)    “Acquisition” means (i) any consolidation or merger of the Company with or
into any other corporation or other entity or person in which the stockholders of the Company prior to such consolidation or merger own, directly or indirectly, less than fifty percent (50%) of the continuing or surviving entity’s voting power
immediately after such consolidation or merger, excluding any consolidation or merger effected exclusively to change the domicile of the Company; or (ii) a sale or other disposition of all or substantially all of the stock or assets of the
Company. 
 (b)    “Administrator” means the Board or the Committee, as applicable,
responsible for conducting the general administration of the Plan in accordance with Section 4 hereof; provided, that in the case of the administration of the Plan with respect to awards granted to Independent Directors, the term
“Administrator” shall refer to the Board. 
 (c)    “Applicable Laws” means
the requirements relating to the administration of stock option plans under U.S. state corporate laws, U.S. federal and state securities laws, the Code, any stock exchange or quotation system on which the Common Stock is listed or quoted and the
applicable laws of any foreign country or jurisdiction where Options or Stock Purchase Rights are granted under the Plan. 

(d)    “Board” means the Board of Directors of the Company. 

(e)    “Cause” means (i) failure by a Service Provider to substantially perform his
or her duties and obligations to the Company, Parent or any Subsidiary (other than any such failure resulting from his or her incapacity due to physical or mental illness); (ii) engaging in misconduct or a fiduciary breach which is or potentially is
materially injurious to the Company, Parent or any Subsidiary or the Company’s, Parent’s or any Subsidiary’s shareholders; (iii) commission of a felony; (iv) the commission of a crime against the Company, Parent or any
Subsidiary which is or potentially is materially injurious to any of such entities; or (v) as otherwise provided in the Stock Option Agreement or Stock Purchase Agreement. For purposes of this Plan, the existence of Cause shall be determined by
the Administrator in its sole discretion. 

  
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 (f)    “Code” means the Internal
Revenue Code of 1986, as amended, or any successor statute or statutes thereto, including any regulations and other official guidance promulgated under any such statute. Reference to any particular section of the Code shall include any successor
section. 
 (g)    “Committee” means a committee appointed by the Board in accordance
with Section 4 hereof. 
 (h)    “Common Stock” means the common
stock of the Company. 
 (i)    “Company” means Ecinity, Inc., a Delaware corporation.

 (j)    “Consultant” means any consultant or advisor if: (i) the consultant or
adviser renders bona fide services to the Company, any Parent or any Subsidiary of the Company; (ii) the services rendered by the consultant or advisor are not in connection with the offer or sale of securities in a capital-raising transaction
and do not directly or indirectly promote or maintain a market for the Company’s securities; and (iii) the consultant or advisor is a natural person who has contracted directly with the Company, any Parent or any Subsidiary of the Company
to render such services. 
 (k)    “Director” means a member of the Board. 

(l)    “Employee” means any person, including an Officer or Director, who is an employee
(as defined in accordance with Section 3401(c) of the Code) of the Company, any Parent or any Subsidiary of the Company. A Service Provider shall not cease to be an Employee in the case of (i) any leave of absence approved by the Company
or (ii) transfers between locations of the Company or between the Company, any Parent, any Subsidiary, or any successor. For purposes of Incentive Stock Options, no such leave of absence may exceed ninety (90) days, unless reemployment
upon expiration of such leave is guaranteed by statute or contract. Neither service as a Director nor payment of a Director’s fee by the Company shall be sufficient, by itself, to constitute “employment” by the Company. 

(m)    “Exchange Act” means the Securities Exchange Act of 1934, as amended, or any
successor statute or statutes thereto, including any rules and other official guidance promulgated under any such statute. Reference to any particular section of the Exchange Act shall include any successor section. 

(n)    “Fair Market Value” means, as of any date, the value of
a share of Common Stock determined as follows: 
 (i)    If the Common Stock is listed on any established
stock exchange or a national market system, the Fair Market Value shall be the closing price of a share of Common Stock as reported in The Wall Street Journal (or such other source as the Administrator may deem reliable for such
purposes) for such date, or if no sale occurred on such date, the first trading date immediately prior to such date during which a sale occurred; 

  
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 (ii)    If the Common Stock is not traded on an exchange
but is quoted on a quotation system, the Fair Market Value shall be the mean between the closing representative bid and asked prices for the Common Stock on such date, or if no sale occurred on such date, the first date immediately prior to such
date on which sales prices or bid and asked prices, as applicable, are reported by such quotation system; or 

(iii)    In the absence of an established market for the Common Stock, the Fair Market Value shall be
determined in good faith by the Administrator. 
 (o)    “Holder” means a person who has
been granted or awarded an Option or Stock Purchase Right or who holds Shares acquired pursuant to the exercise of an Option or Stock Purchase Right. 

(p)    “Incentive Stock Option” means an Option intended to
qualify as an incentive stock option within the meaning of Section 422 of the Code and which is designated as an Incentive Stock Option by the Administrator. 

(q)    “Independent Director” means a Director who is not an Employee of the
Company. 
 (r)    “Non-Qualified
Stock Option” means an Option (or portion thereof) that is not designated as an Incentive Stock Option by the Administrator, or which is designated as an Incentive Stock Option by the Administrator but fails to qualify
as an incentive stock option within the meaning of Section 422 of the Code. 

(s)    “Officer” means a person who is an officer of the Company within the meaning of
Section 16 of the Exchange Act and the rules and regulations promulgated thereunder. 

(t)    “Option” means a stock option granted pursuant to the Plan. 

(u)    “Option Agreement” means a written agreement between the Company and a Holder
evidencing the terms and conditions of an individual Option grant. The Option Agreement is subject to the terms and conditions of the Plan. 

(v)    “Parent” means any corporation, whether now or hereafter existing (other than the
Company), in an unbroken chain of corporations ending with the Company if each of the corporations other than the last corporation in the unbroken chain owns stock possessing more than fifty percent of the total combined voting power of all classes
of stock in one of the other corporations in such chain. 
 (w)    “Plan” means the
Ecinity, Inc. 2012 Equity Incentive Plan. 
 (x)    “Public Trading Date” means the
first date upon which Common Stock of the Company is listed (or approved for listing) upon notice of issuance on any securities exchange or designated (or approved for designation) upon notice of issuance as a national market security on an
interdealer quotation system. 

  
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 (y)    “Restricted Stock” means Shares
acquired pursuant to the exercise of an unvested Option in accordance with Section 10(g) hereof or pursuant to a Stock Purchase Right granted under Section 13 hereof. 

(z)    “Restricted Stock Purchase Agreement” means a written agreement between the Company
and a Holder evidencing the terms and conditions of the issuance of Restricted Stock. All Restricted Stock Purchase Agreements are subject to the terms and conditions of the Plan. 

(aa)    “Rule 16b-3” means that
certain Rule 16b-3 under the Exchange Act, as such Rule may be amended from time to time. 

(bb)    “Securities Act” means the Securities Act of 1933, as amended, or any successor
statute or statutes thereto, including any rules and other official guidance promulgated under any such statute. Reference to any particular section of the Securities Act shall include any successor section. 

(cc)    “Service Provider” means an Employee, Director or Consultant. The Administrator,
in its sole discretion, shall determine the effect of all matters and questions relating to an individual’s status as a Service Provider for purposes of the Plan and any award agreement, including without limitation, the question of whether and
when an individual ceases to be a Service Provider, whether an individual ceases to be a Service Provider where the Service Provider changes classification between Employee, Director and/or Consultant, or where there is a simultaneous reemployment
or continuing employment, directorship or consultancy of such individual by the Company or any Subsidiary or Parent, and whether any particular leave of absence constitutes a termination of an individual’s status as a Service Provider. 

(dd)    “Share” means a share of Common Stock, as may be adjusted in accordance with
Section 14 hereof. 
 (ee)    “Stock Purchase Right” means a right to purchase
Common Stock pursuant to Section 13 hereof. 
 (ff)    “Stock
Restriction Agreement” means an agreement other than an Option Agreement (including any related exercise notice) or Restricted Stock Purchase Agreement that provides for any of the restrictions described in
Section 25 below. 
 (gg)    “Subsidiary” means any corporation, whether now or
hereafter existing (other than the Company), in an unbroken chain of corporations beginning with the Company if each of the corporations other than the last corporation in the unbroken chain owns stock possessing more than fifty percent of the total
combined voting power of all classes of stock in one of the other corporations in such chain. 
 3.    Stock Subject
to the Plan. Subject to the provisions of Section 14 hereof, the shares of stock subject to Options or Stock Purchase Rights shall be shares of Common Stock, and the maximum aggregate number of Shares which may be issued upon exercise of
such Options or Stock Purchase Rights is 1,200,000 Shares. Shares issued upon exercise of Options or 

  
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Stock Purchase Rights may be authorized but unissued, or reacquired Common Stock. Subject to the limitations of this Section 3, if an Option or Stock Purchase Right expires or becomes
unexercisable without having been exercised in full, the unpurchased Shares which were subject thereto shall become available for future grant or sale under the Plan (unless the Plan has terminated). Subject to the limitations of this
Section 3, if Shares of Restricted Stock are repurchased by the Company at their original purchase price, such Shares shall become available for future grant under the Plan (unless the Plan has terminated). Notwithstanding the provisions of
this Section 3, no Shares may again be optioned, granted or awarded if such action would cause an Incentive Stock Option to fail to qualify as an Incentive Stock Option under Section 422 of the Code. 

4.    Administration of the Plan. 

(a)    Administrator. Unless and until the Board delegates administration to a Committee as set
forth below, the Plan shall be administered by the Board. The Board may delegate administration of the Plan to a Committee or Committees of one or more members of the Board, and the term “Committee” shall refer to any person or persons to
whom such authority has been delegated. If administration is delegated to a Committee, the Committee shall have, in connection with the administration of the Plan, the powers theretofore possessed by the Board, including the power to delegate to a
subcommittee any of the administrative powers the Committee is authorized to exercise (and references in this Plan to the Board shall thereafter be to the Committee or subcommittee), subject, however, to such resolutions, not inconsistent with the
provisions of the Plan, as may be adopted from time to time by the Board. Notwithstanding the foregoing, however, from and after the Public Trading Date, a Committee of the Board shall administer the Plan and the Committee shall consist solely of
two or more Independent Directors each of whom is both an “outside director,” within the meaning of Section 162(m) of the Code, and a “non-employee director” within the meaning of Rule
16b-3, and qualifies as “independent” within the meaning of any applicable stock exchange listing requirements. Members of the Committee shall also satisfy any other legal requirements applicable to
membership on the Committee, including without limitation, requirements under the Sarbanes-Oxley Act of 2002 and other Applicable Laws. Within the scope of its authority, the Board or the Committee may (i) delegate to a committee of one or more
members of the Board who are not Independent Directors the authority to grant awards under the Plan to eligible persons who are either (1) not then “covered employees,” within the meaning of Section 162(m) of the Code and are not
expected to be “covered employees” at the time of recognition of income resulting from such award or (2) not persons with respect to whom the Company wishes to comply with Section 162(m) of the Code and/or (ii) delegate to a
committee of one or more members of the Board who are not “non-employee directors,” within the meaning of Rule 16b-3, the authority to grant awards under the
Plan to eligible persons who are not then subject to Section 16 of the Exchange Act. The Board may abolish the Committee at any time and revest in the Board the administration of the Plan. The governance of the Committee shall be subject to the
charter of the Committee, if any, as approved by the Board. Any action taken by the Committee shall be valid and effective, whether or not members of the Committee at the time of such action are later determined not to have satisfied the
requirements for membership set forth in this Section 4(a) or otherwise provided in the charter of the 

  
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Committee. Notwithstanding the foregoing, the full Board, acting by a majority of its members in office, shall conduct the general administration of the Plan with respect to Options or Restricted
Stock granted to Independent Directors. 
 (b)    Powers of the Administrator. Subject to the
provisions of the Plan and the specific duties delegated by the Board to such Committee, and subject to the approval of any relevant authorities, the Administrator shall have the authority in its sole discretion: 

(i)    to determine the Fair Market Value; 

(ii)    to select the Service Providers to whom Options and Stock Purchase Rights may from time to time be
granted hereunder; 
 (iii)    to determine the number of Shares to be covered by each such award granted
hereunder; 
 (iv)    to approve forms of agreement for use under the Plan; 

(v)    to determine the terms and conditions of any Option or Stock Purchase Right granted hereunder (such
terms and conditions include, but are not limited to, the exercise price, the time or times when Options or Stock Purchase Rights may vest or be exercised (which may be based on performance criteria), any vesting acceleration or waiver of forfeiture
restrictions, and any restriction or limitation regarding any Option or Stock Purchase Right or the Common Stock relating thereto, based in each case on such factors as the Administrator, in its sole discretion, shall determine); 

(vi)    to determine whether to offer to buyout a previously granted Option as provided in
Section 10(j) hereof and to determine the terms and conditions of such offer and buyout (including whether payment is to be made in cash or Shares); 

(vii)    to prescribe, amend and rescind rules and regulations relating to the Plan, including rules and
regulations relating to sub-plans established for the purpose of qualifying for preferred tax treatment under foreign tax laws; 

(viii)    to allow Holders to satisfy withholding tax obligations by electing to have the Company withhold
from the Shares to be issued upon exercise of an Option or Stock Purchase Right that number of Shares having a Fair Market Value equal to the minimum amount required to be withheld based on the statutory withholding rates for federal and state tax
purposes that apply to supplemental taxable income. The Fair Market Value of the Shares to be withheld shall be determined on the date that the amount of tax to be withheld is to be determined. All elections by Holders to have Shares withheld for
this purpose shall be made in such form and under such conditions as the Administrator may deem necessary or advisable; 

(ix)    to amend the Plan or any Option or Stock Purchase Right granted under the Plan as provided in
Section 16 hereof; and 

  
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 (x)    to construe and interpret the terms of the Plan
and awards granted pursuant to the Plan and to exercise such powers and perform such acts as the Administrator deems necessary or desirable to promote the best interests of the Company which are not in conflict with the provisions of the Plan. 

(c)    Effect of Administrator’s
Decision. All decisions, determinations and interpretations of the Administrator shall be final and binding on all Holders. 

5.    Eligibility. 

(a)    Non-Qualified Stock Options and Stock Purchase Rights may be
granted to Service Providers. Incentive Stock Options may be granted only to Employees of the Company or of a “parent corporation” or “subsidiary corporation” thereof within the meaning of Section 424(e) and 424(f),
respectively, of the Code. If otherwise eligible, a Service Provider who has been granted an Option or Stock Purchase Right may be granted additional Options or Stock Purchase Rights. 

(b)    In order to assure the viability of awards granted to Service Providers in foreign countries, the
Administrator may provide for such special terms as it may consider necessary or appropriate to accommodate differences in local law, tax policy, or custom. Moreover, the Administrator may approve such supplements to, or amendments, restatements, or
alternative versions of, the Plan as it may consider necessary or appropriate for such purposes without thereby affecting the terms of the Plan as in effect for any other purpose; provided, that no such supplements, amendments, restatements,
or alternative versions shall increase the share limitations contained in Sections 3 and 6(c) of the Plan. 

6.    Limitations. 

(a)    Each Option shall be designated by the Administrator in the Option Agreement as either an Incentive
Stock Option or a Non-Qualified Stock Option. However, notwithstanding such designations, to the extent that the aggregate Fair Market Value of Shares subject to a Holder’s Incentive Stock Options and
other incentive stock options granted by the Company or any “parent corporation” or “subsidiary corporation” thereof within the meaning of Section 424(e) and 424(f), respectively, of the Code, which become exercisable for
the first time during any calendar year (under all plans of the Company or any “parent corporation” or “subsidiary corporation” thereof within the meaning of Section 424(e) and 424(f), respectively, of the Code) exceeds
$100,000, such excess Options or other options shall be treated as Non-Qualified Stock Options. For purposes of this 

(b)    Section 6(a), Incentive Stock Options shall be taken into account in the order in which they were
granted, and the Fair Market Value of the Shares shall be determined as of the time of grant. 

(c)    Neither the Plan, any Option nor any Stock Purchase Right shall confer upon a Holder any right with
respect to continuing the Holder’s employment, directorship or consulting relationship with the Company, nor shall they interfere in any way with the Holder’s right or the Company’s right to terminate such employment, directorship or
consulting relationship at any time, with or without Cause. 

  
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 (d)    No Service Provider shall be granted, in any
calendar year, Options or Stock Purchase Rights to purchase more than 240,000 Shares (subject to adjustment as provided in Section 14 hereof); provided, that the foregoing limitation shall not apply prior to the Public Trading Date and,
following the Public Trading Date, the foregoing limitation shall not apply until the earliest of: (i) the first material modification of the Plan (including any increase in the number of shares reserved for issuance under the Plan in
accordance with Section 3 hereof); (ii) the issuance of all of the shares of Common Stock reserved for issuance under the Plan; (iii) the expiration of the Plan; (iv) the first meeting of stockholders at which Directors of the Company
are to be elected that occurs after the close of the third calendar year following the calendar year in which occurred the first registration of an equity security of the Company under Section 12 of the Exchange Act; or (v) such other date
required by Section 162(m) of the Code and the rules and regulations promulgated thereunder. 
 7.    Term of
Plan. The Plan shall become effective upon its initial adoption by the Board, subject to its approval by stockholders in accordance with the requirements of Section 422(b)(1) of the Code and Section 17 below, and shall continue in
effect until it is terminated under Section 16 hereof. No Options or Stock Purchase Rights may be issued under the Plan after the tenth (10th) anniversary of the date upon which the Plan is adopted by the Board. 

8.    Term of Option. The term of each Option shall be stated in the Option Agreement; provided, that the
term shall be no more than ten (10) years from the date of grant thereof. In the case of an Incentive Stock Option granted to a Holder who, at the time the Option is granted, owns (or is treated as owning under Section 424 of the Code)
stock representing more than ten percent (10%) of the voting power of all classes of stock of the Company or any “parent corporation” or “subsidiary corporation” thereof within the meaning of Section 424(e) and 424(f),
respectively, of the Code, the term of the Option shall be no more than five (5) years from the date of grant or such shorter term as may be provided in the Option Agreement. 

9.    Option Exercise Price and Consideration. 

(a)    The per share exercise price for the Shares to be issued upon exercise of an Option shall not be
less than 100% of the Fair Market Value on the date of grant (or, with respect to Incentive Stock Options or to the extent required to comply with Applicable Law, in the case of an Option granted to a Service Provider who, at the time of grant of
such Option, owns stock representing more than 10% of the voting power of all classes of stock of the Company or any “parent corporation” or “subsidiary corporation” thereof within the meaning of Section 424(e) and 424(f),
respectively, of the Code, the per share exercise price shall not be less than 110% of the Fair Market Value on the date of grant). Notwithstanding the foregoing, Options may be granted with a per share exercise price other than as required by this
Section 9(a) pursuant to a merger or other corporate transaction, provided, that no such alternative exercise price shall be substituted to the extent that any such substitution would cause (i) any Options to constitute
“nonqualified deferred compensation” within the meaning of Code Section 409A, or (ii) any Incentive Stock Options to cease to qualify as Incentive Stock Options. 

  
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 (b)    The consideration to be paid for the Shares to be
issued upon exercise of an Option, including the method of payment, shall be determined by the Administrator. Such consideration may consist of (1) cash, (2) check or (3) with the consent of the Administrator, (A) a full recourse
promissory note bearing interest (at no less than such rate as is a market rate of interest and which then precludes the imputation of interest under the Code), payable upon such terms as may be prescribed by the Administrator, and structured to
comply with Applicable Laws, (B) other Shares which have a Fair Market Value on the date of surrender equal to the aggregate exercise price of the Shares as to which such Option shall be exercised, (C) surrendered Shares then issuable upon
exercise of the Option having a Fair Market Value on the date of exercise equal to the aggregate exercise price of the Option or exercised portion thereof, (D) property of any kind which constitutes good and valuable consideration,
(E) delivery of a notice that the Holder has placed a market sell order with a broker with respect to Shares then issuable upon exercise of the Options and that the broker has been directed to pay a sufficient portion of the net proceeds of the
sale to the Company in satisfaction of the Option exercise price, provided, that payment of such proceeds is then made to the Company upon settlement of such sale, or (F) any combination of the foregoing methods of payment.
Notwithstanding any other provision of the Plan to the contrary, after the Public Trading Date, no Participant who is a Director or an “executive officer” of the Company within the meaning of Section 13(k) of the Exchange Act shall be
permitted to pay the exercise price of an Option, or continue any extension of credit with respect to the exercise price of an Option, with a loan from the Company or a loan arranged by the Company y the Company in violation of Section 13(k) of
the Exchange Act. 
 10.    Exercise of Option. 

(a)    Vesting; Fractional Exercises. Options granted hereunder shall become vested and exercisable
according to the terms hereof at such times and under such conditions as determined by the Administrator and set forth in the Option Agreement; provided, that such vesting schedules shall comply with Applicable Law. An Option may not be
exercised for a fraction of a Share. 
 (b)    Deliveries upon
Exercise. All or a portion of an exercisable Option shall be deemed exercised upon delivery of all of the following to the Secretary of the Company or his or her office: 

(i)    A written or electronic notice complying with the applicable rules established by the Administrator
stating that the Option, or a portion thereof, is exercised. The notice shall be signed by the Holder or other person then entitled to exercise the Option or such portion of the Option; 

(ii)    Such representations and documents as the Administrator, in its sole discretion, deems necessary or
advisable to effect compliance with Applicable Laws. The Administrator may, in its sole discretion, also take whatever additional actions it deems appropriate to effect such compliance, including, without limitation, placing legends on share
certificates and issuing stop transfer notices to agents and registrars; 

  
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 (iii)    Upon the exercise of all or a portion of an
unvested Option pursuant to Section 10(h) below, a Restricted Stock Purchase Agreement in a form determined by the Administrator and signed by the Holder or other person then entitled to exercise the Option or such portion of the Option; and

 (iv)    In the event that the Option shall be exercised pursuant to Section 10(f) below by any
person or persons other than the Holder, appropriate proof of the right of such person or persons to exercise the Option, as determined in the sole discretion of the Administrator. 

(c)    Conditions to Delivery of Share
Certificates. The Company shall not be required to issue or deliver any certificate or certificates for Shares purchased upon the exercise of any Option or portion thereof prior to fulfillment of all of the following conditions: 

(i)    The admission of such Shares to listing on all stock exchanges on which such class of stock is then
listed; 
 (ii)    The completion of any registration or other qualification of such Shares under any
state or federal law, or under the rulings or regulations of the Securities and Exchange Commission or any other governmental regulatory body which the Administrator shall, in its sole discretion, deem necessary or advisable; 

(iii)    The obtaining of any approval or other clearance from any domestic or foreign governmental agency
which the Administrator shall, in its sole discretion, determine to be necessary or advisable; 

(iv)    The lapse of such reasonable period of time following the exercise of the Option as the
Administrator may establish from time to time for reasons of administrative convenience; 
 (v)    The
receipt by the Company of full payment for such Shares, including payment of any applicable withholding tax, which in the sole discretion of the Administrator may be in the form of consideration used by the Holder to pay for such Shares under
Section 9(b) hereof, subject to Section 4(b)(viii) hereof; and 
 (vi)    The Holder’s
consent to such terms and conditions and execution of any agreements as the Administrator may require pursuant to Section 25 below. 

(d)    Termination of Relationship as a Service Provider. If a Holder ceases to be a Service
Provider other than by reason of the Holder’s disability or death, such Holder may exercise his or her Option within such period of time as is specified in the Option Agreement to the extent that the Option is vested on the date of termination
(taking into consideration any vesting that may occur in connection with such termination); provided, that prior to the Public Trading Date, such period of time shall not be less than thirty (30)


  
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days (but in no event later than the expiration of the term of the Option as set forth in the Option Agreement). In the absence of a specified time in the Option Agreement, the Option shall
remain exercisable for sixty (60) days following the date of the Holder’s termination other than by reason of the Holder’s disability or death. If, on the date of termination, the Holder is not vested as to his or her entire Option
(taking into consideration any vesting that may occur in connection with such termination), the Shares covered by the unvested portion of the Option shall immediately cease to be issuable under the Option and shall again become available for
issuance under the Plan. If, after termination, the Holder does not exercise his or her Option within the time period specified herein, the Option shall terminate, and the Shares covered by such Option shall again become available for issuance under
the Plan. 
 (e)    Disability of Holder. If a Holder ceases to be a Service Provider as a result
of the Holder’s disability, as determined in the sole discretion of the Administrator, the Holder may exercise his or her Option within such period of time as is specified in the Option Agreement to the extent that the Option is vested on the
date of termination (taking into consideration any vesting that may occur in connection with such termination); provided, that prior to the Public Trading Date, such period of time shall not be less than six (6) months (but in no event
later than the expiration of the term of such Option as set forth in the Option Agreement). In the absence of a specified time in the Option Agreement, the Option shall remain exercisable for twelve (12) months following the Holder’s
termination as a Service Provider due to disability. In the case of an Incentive Stock Option, if such disability is not a “disability” as such term is defined in Section 22(e)(3) of the Code, such Incentive Stock Option shall
automatically cease to be treated as an Incentive Stock Option and shall be treated for tax purposes as a Non-Qualified Stock Option from and after the date which is three (3) months and one (1) day
following the date of such termination. If, on the date of termination, the Holder is not vested as to his or her entire Option (taking into consideration any vesting that may occur in connection with such termination), the Shares covered by the
unvested portion of the Option shall immediately cease to be issuable under the Option and shall again become available for issuance under the Plan. If, after termination, the Holder does not exercise his or her Option within the timeframe specified
herein, the Option shall terminate, and the Shares covered by such Option shall again become available for issuance under the Plan. 

(f)    Death of Holder. If a Holder dies while a Service Provider, the Option may be exercised
within such period of time as is specified in the Option Agreement to the extent that the Option is vested as of the date of death (taking into consideration any vesting that may occur in connection with such termination); provided, that
prior to the Public Trading Date, such period of time shall not be less than six (6) months (but in no event later than the expiration of the term of such Option as set forth in the Option Agreement), by the Holder’s estate or by a person
who acquires the right to exercise the Option by bequest or inheritance, but only to the extent that the Option is vested on the date of death (taking into consideration any vesting that may occur in connection with such termination). In the absence
of a specified time in the Option Agreement, the Option shall remain exercisable for twelve (12) months following the date of the Holder’s termination. If, at the time of death, the Holder is not vested as to his or her entire Option,


  
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the Shares covered by the unvested portion of the Option shall immediately cease to be issuable under the Option and shall again become available for issuance under the Plan. The Option may be
exercised by the executor or administrator of the Holder’s estate or, if none, by the person(s) entitled to exercise the Option under the Holder’s will or the laws of descent or distribution. If the Option is not so exercised within the
time specified herein, the Option shall terminate, and the Shares covered by such Option shall again become available for issuance under the Plan. 

(g)    Extension of Exercisability. The Administrator may provide in a Holder’s Option
Agreement that if the exercise of the Option following the termination of the Holder’s status as a Service Provider or the Holder’s tender of already-owned Shares or the sale of Shares pursuant to a “cashless exercise” in
connection with such exercise would violate applicable federal or state securities laws, then the Option shall not terminate until the earlier to occur of (i) the expiration of the term of the Option or (ii) the expiration of a period of
three (3) months immediately following the first date on which the exercise of the Option (or such tender of already-owned Shares or sale of Shares pursuant to a “cashless exercise”) would not be in violation of such securities laws,
as determined by the Administrator. 
 (h)    Early Exercisability. The
Administrator may provide in the terms of a Holder’s Option Agreement that the Holder may, at any time before the Holder’s status as a Service Provider terminates, exercise the Option in whole or in part prior to the full vesting of the
Option; provided, that subject to Section 21 hereof, Shares acquired upon exercise of an Option which has not fully vested may be subject to any forfeiture, transfer or other restrictions as the Administrator may determine in its sole
discretion. 
 (i)    Buyout Provisions. The Administrator may at any time offer to buyout for a
payment in cash or Shares, an Option previously granted, based on such terms and conditions as the Administrator shall, in its sole discretion, establish and communicate to the Holder at the time that such offer is made. 

11.    Non-Transferability of Options and Stock Purchase Rights. Options
and Stock Purchase Rights may not be sold, pledged, assigned, hypothecated, transferred, or disposed of in any manner other than by will or by the laws of descent or distribution and may be exercised, during the lifetime of the Holder, only by the
Holder. 
 12.    No Rights as Stockholders. Holders shall not be, nor have any of the rights or privileges of,
stockholders of the Company in respect of any shares purchasable upon the exercise of any part of an Option unless and until certificates representing such shares have been issued by the Company to such Holders. 

13.    Stock Purchase Rights. 

(a)    Rights to Purchase. Stock Purchase Rights may be issued either alone, in addition to, or in
tandem with Options granted under the Plan and/or cash awards made outside of the Plan. After the Administrator determines that it will offer Stock Purchase Rights under the Plan, it shall advise the offeree in writing of the terms, conditions and


  
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restrictions related to the offer, including the number of Shares that such person shall be entitled to purchase, the price to be paid, and the time within which such person must accept such
offer; provided, that to the extent required to comply with applicable securities laws, the purchase price of such Shares shall not be less than the purchase price requirements set forth in Section 260.140.42 of Title 10 of the
California Code of Regulations. The Company may present the offer to the offeree in the form of a Restricted Stock Purchase Agreement, and the offer shall be deemed accepted upon execution of such agreement by the offeree. 

(b)    Repurchase Right. Unless the Administrator determines otherwise, the Restricted
Stock Purchase Agreement shall grant the Company the right to repurchase Shares acquired upon exercise of a Stock Purchase Right upon the termination of the purchaser’s status as a Service Provider for any reason. Subject to Section 21
hereof, the purchase price for Shares repurchased by the Company pursuant to such repurchase right and the rate at which such repurchase right shall lapse shall be determined by the Administrator in its sole discretion, and shall be set forth in the
Restricted Stock Purchase Agreement. 
 (c)    Other Provisions. The Restricted Stock Purchase
Agreement shall contain such other terms, provisions and conditions not inconsistent with the Plan as may be determined by the Administrator in its sole discretion which may include, without limitation, first refusal rights, co-sale rights, drag-along rights, redemption provisions and/or lock-up provisions. The issuance of any Shares pursuant to a Stock Purchase Right shall be conditioned upon and
subject to the Holder’s consent to such terms and conditions and execution of such agreements as the Administrator may require pursuant to Section 25 below. 

(d)    Rights as a Shareholder. Once the Stock Purchase Right is exercised, the purchaser shall have
rights equivalent to those of a shareholder and shall be a shareholder when his or her purchase is entered upon the records of the duly authorized transfer agent of the Company. No adjustment shall be made for a dividend or other right for which the
record date is prior to the date the Stock Purchase Right is exercised, except as provided in Section 14 hereof. 

14.    Adjustments upon Changes in Capitalization,
Merger or Asset Sale. 
 (a)    In the event that
any dividend or other distribution (whether in the form of cash, Common Stock, other securities, or other property), recapitalization, reclassification, stock split, reverse stock split, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase, liquidation, dissolution, or sale, transfer, exchange or other disposition of all or substantially all of the assets of the Company, or exchange or other disposition of Common
Stock or other securities of the Company, issuance of warrants or other rights to purchase Common Stock or other securities of the Company, or other similar corporate transaction or event affects the Common Stock such that an adjustment becomes
appropriate in order to prevent dilution or enlargement of the benefits or potential benefits intended by the Company to be made available under the Plan or with respect to any Option, Stock Purchase Right or Restricted Stock, then the


  
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Administrator shall make adjustments to any Option Stock Purchase Right or Restricted Stock, including without limitation, adjustment to any or all of: 

(i)    the number and kind of shares of Common Stock (or other securities or property) with respect to
which Options, Stock Purchase Rights or Restricted Stock may be granted or awarded (including, but not limited to, adjustments of the limitations in Section 3 hereof on the maximum number and kind of shares which may be issued and adjustments
of the maximum number of Shares that may be purchased by any Holder in any calendar year pursuant to Section 6(c) hereof); 

(ii)    the number and kind of shares of Common Stock (or other securities or property) subject to
outstanding Options, Stock Purchase Rights or Restricted Stock; and Purchase Right. 
 (iii)    the grant
or exercise price with respect to any Option or Stock 
 (b)    In the event of any transaction or event
described in subsection (a) above, the Administrator, either by the terms of the Option, Stock Purchase Right or Restricted Stock or by action taken prior to the occurrence of such transaction or event and either automatically or upon the
Holder’s request, shall take any one or more of the following actions whenever the Administrator determines that such action is appropriate in order to prevent dilution or enlargement of the benefits or potential benefits intended by the
Company to be made available under the Plan or with respect to any Option, Stock Purchase Right or Restricted Stock granted or issued under the Plan or to facilitate such transaction or event: 

(i)    To provide for either (A) the purchase of all or any portion of such Option, Stock Purchase
Right or Restricted Stock for an amount of cash equal to the amount that could have been obtained upon the exercise of such Option or Stock Purchase Right (or portion thereof) or realization of the Holder’s rights had such Option, Stock
Purchase Right or Restricted Stock (or portion thereof) been currently exercisable or payable or fully vested or (B) the replacement of such Option, Stock Purchase Right or Restricted Stock (or portion thereof) with other awards, rights or
property, including without limitation cash awards, selected by the Administrator in its sole discretion, which replacement awards may be subject to vesting or the lapsing of restrictions, as applicable, on terms no less favorable to the affected
Holder than the terms of any Option, Stock Purchase Right or Restricted Stock for which such replacement award is substituted; 

(ii)    To provide that such Option or Stock Purchase Right shall be exercisable as to all or any portion
of the shares covered thereby and that some or all shares of such Restricted Stock shall cease to be subject to restrictions, notwithstanding anything to the contrary in the Plan or the provisions of such Option or Stock Purchase Right; 

(iii)    To provide that all or any portion of such Option, Stock Purchase Right or Restricted Stock be
assumed by the successor or survivor corporation or entity, or a parent or subsidiary thereof, or shall be substituted for by similar options, rights or 

  
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awards covering the stock of the successor or survivor corporation or entity, or a parent or subsidiary thereof, with appropriate adjustments as to the number and kind of shares and prices; 

(iv)    To make adjustments in the number and type of shares of Common Stock (or other securities or
property) subject to outstanding Options, Restricted Stock or Stock Purchase Rights, and/or in the terms and conditions of (including the grant or exercise price), and the criteria included in, outstanding Options, Stock Purchase Rights or
Restricted Stock or Options, Stock Purchase Rights or Restricted Stock which may be granted in the future; and 

(v)    To provide that immediately upon the consummation of such event, such Option or Stock Purchase Right
shall not be exercisable and shall terminate; provided, that for a period of time prior to such event specified in the sole discretion of the Administrator, such Option or Stock Purchase Right shall be exercisable as to all Shares covered
thereby, and the restrictions imposed under an Option Agreement or Restricted Stock Purchase Agreement upon some or all Shares may be terminated and, in the case of Restricted Stock, some or all shares of such Restricted Stock may cease to be
subject to repurchase, notwithstanding anything to the contrary in the Plan or the provisions of such Option, Stock Purchase Right or Restricted Stock Purchase Agreement. 

(c)    Subject to Section 3 hereof, the Administrator may, in its sole discretion, include such
further provisions and limitations in any Option, Stock Purchase Right, or Restricted Stock as it may deem equitable and in the best interests of the Company. 

(d)    If the Company undergoes an Acquisition, then any surviving corporation or entity or acquiring
corporation or entity, or affiliate of such corporation or entity, may assume any Options, Stock Purchase Rights or Restricted Stock outstanding under the Plan or may substitute similar stock awards (including an award to acquire the same
consideration paid to the stockholders in the transaction described in this subsection (d)) for those outstanding under the Plan. 

(e)    The existence of the Plan, any Option Agreement or Restricted Stock Purchase Agreement and the
Options or Stock Purchase Rights granted hereunder shall not affect or restrict in any way the right or power of the Company or the stockholders of the Company to make or authorize any adjustment, recapitalization, reorganization or other change in
the Company’s capital structure or its business, any merger or consolidation of the Company, any issue of stock or of options, warrants or rights to purchase stock or of bonds, debentures, preferred or prior preference stocks whose rights are
superior to or affect the Common Stock or the rights thereof or which are convertible into or exchangeable for Common Stock, or the dissolution or liquidation of the Company, or any sale or transfer of all or any part of its assets or business, or
any other corporate act or proceeding, whether of a similar character or otherwise. 
 15.    Time of Granting
Options and Stock Purchase Rights. The date of grant of an Option or Stock Purchase Right shall, for all purposes, be the date on which the Administrator 

  
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makes the determination granting such Option or Stock Purchase Right, or such other date as is determined by the Administrator. Notice of the determination shall be given to each Service Provider
to whom an Option or Stock Purchase Right is so granted within a reasonable time after the date of such grant. 

16.    Amendment and Termination of the Plan.

 (a)    Amendment and Termination. The Board may at any time wholly or partially
amend, alter, suspend or terminate the Plan. However, without approval of the Company’s stockholders given within twelve (12) months before or after the action by the Board, no action of the Board may, except as provided in Section 14
hereof, increase the limits imposed in Section 3 hereof on the maximum number of Shares which may be issued under the Plan or extend the term of the Plan under Section 7 hereof. 

(b)    Stockholder Approval. The Board shall obtain stockholder approval of any Plan
amendment to the extent necessary to comply with Applicable Laws. 
 (c)    Effect of Amendment or
Termination. No amendment, alteration, suspension or termination of the Plan shall impair the rights of any Holder, unless mutually agreed otherwise between the Holder and the Administrator, which agreement must be in writing and signed by the
Holder and the Company. Termination of the Plan shall not affect the Administrator’s ability to exercise the powers granted to it hereunder with respect to Options, Stock Purchase Rights or Restricted Stock granted or awarded under the Plan
prior to the date of such termination. 
 17.    Stockholder Approval. The Plan shall be submitted for the
approval of the Company’s stockholders within twelve (12) months after the date of the Board’s initial adoption of the Plan. Options, Stock Purchase Rights or Restricted Stock may be granted or awarded prior to such stockholder
approval, provided that such Options, Stock Purchase Rights and Restricted Stock shall not be exercisable, shall not vest and the restrictions thereon shall not lapse prior to the time when the Plan is approved by the stockholders, and provided
further that if such approval has not been obtained at the end of said twelve-month period, all Options, Stock Purchase Rights and Restricted Stock previously granted or awarded under the Plan shall thereupon be canceled and become null and void
without payment of consideration therefor. 
 18.    Inability to Obtain Authority. The inability of the Company
to obtain authority from any regulatory body having jurisdiction, which authority is deemed by the Company’s counsel to be necessary to the lawful issuance and sale of any Shares hereunder, shall relieve the Company of any liability in respect
of the failure to issue or sell such Shares as to which such requisite authority shall not have been obtained. 

19.    Reservation of Shares. The Company, during the term of this Plan, shall at all times reserve and keep
available such number of Shares as shall be sufficient to satisfy the requirements of the Plan. 
 20.    Information
to Holders and Purchasers. Prior to the Public Trading Date and to the extent required by Section 260.140.46 of Title 10 of the California Code of Regulations, the Company shall provide to each Holder and to each individual who acquires
Shares pursuant to 

  
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the Plan, not less frequently than annually during the period such Holder or purchaser has one or more Options or Stock Purchase Rights outstanding, and, in the case of an individual who acquires
Shares pursuant to the Plan, during the period such individual owns such Shares, copies of annual financial statements. Notwithstanding the preceding sentence, the Company shall not be required to provide such statements to key employees whose
duties in connection with the Company assure their access to equivalent information. 
 21.    Repurchase
Provisions. In addition to any rights the Company may have under applicable Restricted Stock Purchase Agreements, the Administrator in its sole discretion may provide that the Company may repurchase Shares acquired upon exercise of an Option or
Stock Purchase Right upon the occurrence of certain specified events, including, without limitation, a Holder’s termination as a Service Provider, divorce, bankruptcy or insolvency; provided, that any such repurchase right shall
be set forth in the applicable Option Agreement or Restricted Stock Purchase Agreement or in such other agreement as the Administrator may determine and, provided further, that to the extent required to comply with Applicable Laws, including
without limitation, as required by Section 260.140.41 and Section 260.140.42 of Title 10 of the California Code of Regulations, any such repurchase right set forth in an Option or Stock Purchase Right granted prior to the Public Trading
Date to a person who is not an Officer, Director or Consultant shall be upon the following terms: (i) if the repurchase option gives the Company the right to repurchase the shares upon termination as a Service Provider at not less than the Fair
Market Value of the shares to be purchased on the date of termination of status as a Service Provider, then (A) the right to repurchase shall be exercised for cash or cancellation of purchase money indebtedness for the shares within ninety
(90) days after termination of status as a Service Provider (or in the case of shares issued upon exercise of Options or Stock Purchase Rights after such date of termination, within ninety (90) days after the date of the exercise) or such
longer period as may be agreed to by the Administrator and the Plan participant and (B) the right terminates when the shares become publicly traded; and (ii) if the repurchase option gives the Company the right to repurchase the Shares
upon termination as a Service Provider at the original purchase price of such Shares, then (A) the right to repurchase at the original purchase price shall comply with Applicable Law and (B) the right to repurchase shall be exercised for
cash or cancellation of purchase money indebtedness for the shares within ninety (90) days after termination of status as a Service Provider (or, in the case of shares issued upon exercise of Options or Stock Purchase Rights, after such date of
termination, within ninety (90) days after the date of the exercise) or such longer period as may be agreed to by the Company and the Plan participant. 

22.    Participant Representations. The Company may require a Plan participant, as a condition to the grant or
exercise of, or acquisition of Shares under, any Option or Stock Purchase Right, (i) to give written representations satisfactory to the Company as to the participant’s knowledge and experience in financial and business matters, and/or to
employ a purchaser representative reasonably satisfactory to the Company who is knowledgeable and experienced in financial and business matters, and to give written representations satisfactory to the Company that he or she is capable of evaluating,
alone or together with the purchaser representative, the merits and risks of exercising the Option or Stock Purchase Right; (ii) to give written representations satisfactory to the Company stating that the participant is acquiring the stock
subject to the Option or Stock Purchase Right for the participant’s own account and not with any present intention of selling or otherwise distributing the stock; and (iii) to give such 

  
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other written representations as are deemed necessary or appropriate by the Company and its counsel. The foregoing requirements, and any representations given pursuant to such requirements, shall
be inoperative if (A) the issuance of the shares upon the exercise or acquisition of stock under the applicable Option or Stock Purchase Right has been registered under a then currently effective registration statement under the Securities Act
or (B) as to any particular requirement, a determination is made by counsel for the Company that such requirement need not be met in the circumstances under the then applicable securities laws. The Company may, upon advice of counsel to the
Company, place legends on stock certificates issued under the Plan as such counsel deems necessary or appropriate in order to comply with applicable securities laws, including, but not limited to, legends restricting the transfer of the stock. 

23.    Code Section 409A. To the extent applicable, the Plan and all award agreements shall be
interpreted in accordance with Section 409A of the Code and Department of Treasury regulations and other interpretive guidance issued thereunder, including without limitation any such regulations or other guidance that may be issued after the
effective date of the Plan. Notwithstanding any provision of the Plan to the contrary, in the event that, following the effective date of the Plan, the Administrator determines that any award may be subject to Section 409A of the Code and
related Department of Treasury guidance (including such Department of Treasury guidance as may be issued after the effective date of the Plan), the Administrator may adopt such amendments to the Plan and the applicable award agreement or adopt other
policies and procedures (including amendments, policies and procedures with retroactive effect), or take any other actions, that the Administrator determines are necessary or appropriate to (a) exempt the award from Section 409A of the
Code and/or preserve the intended tax treatment of the benefits provided with respect to the award, or (b) comply with the requirements of Section 409A of the Code and related Department of Treasury guidance. 

24.    Governing Law. The validity and enforceability of this Plan shall be governed by and construed
in accordance with the laws of the State of California without regard to otherwise governing principles of conflicts of law. 

25.    Restrictions on Shares. Shares purchased upon the exercise of an Option or Stock Purchase Right shall be
subject to such terms and conditions as the Administrator shall determine in its sole discretion, including, without limitation, transferability restrictions, repurchase rights, requirements that Shares be transferred in the event of certain
transactions, rights of first refusal with respect to permitted transfers of Shares, voting agreements, tag-along rights and bring-along rights. Such terms and conditions may, in the Administrator’s sole
discretion, be contained in the applicable award agreement, exercise notice or in such other agreement as the Administrator shall determine, in each case in a form determined by the Administrator in its sole discretion. The issuance of such Shares
shall be conditioned on the Holder’s consent to such terms and conditions or the Holder’s entering into such agreement or agreements. 

26.    Lock-Up Agreement. Each Holder shall agree, if so requested by the
Company and an underwriter of shares of Common Stock in connection with any public offering of the Company, not to directly or indirectly offer, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to
sell, grant any option, right or warrant for the sale of or otherwise dispose of or transfer any shares held by it for such period, not to exceed one 

  
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hundred eighty (180) days following the effective date of the relevant registration statement filed under the Securities Act in connection with the Company’s initial public offering of
Common Stock or ninety (90) days following the effective date of the relevant registration statement filed under the Securities Act in connection with any other public offering of Common Stock, in each case as such underwriter shall specify
reasonably and in good faith. The Company may impose stop-transfer instructions with respect to securities subject to the foregoing restrictions until the end of such 180-day period. 

27.    Severability. If any provision of this Plan shall be held to be illegal, invalid or unenforceable under any
applicable law, then such contravention or invalidity shall not invalidate the entire Plan and the remainder of the provisions shall remain in full force and effect and in no way shall be affected, impaired or invalidated. Such defective provision
shall be deemed to be modified to the extent necessary to render it legal, valid and enforceable, and if no such modification shall render it legal, valid and enforceable, then this Plan shall be construed as if not containing the provision held to
be invalid. 
 To record the adoption of the Plan by the Board, the Company has caused its authorized officer to execute the same as of
August 1, 2012. 
  

			
	Ecinity, Inc. a Delaware corporation
		
	By:	 	 /s/ Amit Jain

		 	Amit Jain, CEO


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 AMENDMENTS TO 

BRIDG, INC. (FORMERLY KNOWN AS ECINITY, INC.) 

2012 EQUITY INCENTIVE PLAN 

The following sets forth certain duly adopted amendments to the 2012 Equity Incentive Plan (the “Plan”) of Bridg, Inc. (formerly
known as Ecinity, Inc.): 
 Amendment No 1. 

Effective as of January 19, 2017, the number of shares reserved for issuance under the Plan is 2,400,000 shares, and accordingly, the
number of shares referenced in Section 3 of the Plan shall thereafter be 2,400,000. 
 Amendment No 2. 

Effective as of June 12, 2017, the number of shares reserved for issuance under the Plan is 3,493,000 shares, and accordingly, the number
of shares referenced in Section 3 of the Plan shall thereafter be 3,493,000. 
 Amendment No 3. 

Effective as of March 28, 2018, the number of shares reserved for issuance under the Plan is 4,044,149 shares, and accordingly, the number
of shares referenced in Section 3 of the Plan shall thereafter be 4,044,149. 
 Amendment No 4. 

Effective as of August 29, 2019, the number of shares reserved for issuance under the Plan is 5,309,746 shares, and accordingly, the
number of shares referenced in Section 3 of the Plan shall thereafter be 5,309,746.