Prepared by R.R. Donnelley Financial -- EX-10.3



 Exhibit 10.3 
 VISTO CORPORATION DBA GOOD TECHNOLOGY 
 2006 STOCK PLAN 
 AMENDED
AND RESTATED ON DECEMBER 15, 2011 







 TABLE OF CONTENTS 

 

					
	 	  	 	  	Page
		
	 SECTION 1. Establishment And Purpose
	  	1
		
	 SECTION 2. Administration
	  	1
	 (a)
	  	Committees of the Board of Directors	  	1
	 (b)
	  	Authority of the Board of Directors	  	1
		
	 SECTION 3. Eligibility
	  	1
	 (a)
	  	General Rule	  	1
	 (b)
	  	Ten-Percent Stockholders	  	1
		
	 SECTION 4. Stock Subject To Plan
	  	2
	 (a)
	  	Basic Limitation	  	2
	 (b)
	  	Additional Shares	  	2
		
	 SECTION 5. Terms And Conditions Of Awards Or Sales
	  	2
	 (a)
	  	Stock Purchase Agreement	  	2
	 (b)
	  	Duration of Offers and Nontransferability of Rights	  	2
	 (c)
	  	Purchase Price	  	2
	 (d)
	  	Withholding Taxes	  	2
	 (e)
	  	Restrictions on Transfer of Shares and Minimum Vesting	  	2
		
	 SECTION 6. Terms And Conditions Of Options
	  	3
	 (a)
	  	Stock Option Agreement	  	3
	 (b)
	  	Number of Shares	  	3
	 (c)
	  	Exercise Price	  	3
	 (d)
	  	Exercisability	  	3
	 (e)
	  	Basic Term	  	3
	 (f)
	  	Termination of Service (Except by Death)	  	4
	 (g)
	  	Leaves of Absence	  	4
	 (h)
	  	Death of Optionee	  	4
	 (i)
	  	Restrictions on Transfer of Shares and Minimum Vesting	  	5
	 (j)
	  	Transferability of Options	  	5
	 (k)
	  	Withholding Taxes	  	5
	 (l)
	  	No Rights as a Stockholder	  	6
	 (m)
	  	Modification, Extension and Assumption of Options	  	6
		
	 SECTION 7. Payment For Shares
	  	6
	 (a)
	  	General Rule	  	6
	 (b)
	  	Services Rendered	  	6
	 (c)
	  	Promissory Note	  	6
	 (d)
	  	Surrender of Stock	  	6
	 (e)
	  	Exercise/Sale	  	6
	 (f)
	  	Other Forms of Payment	  	6


  
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	 SECTION 8. Adjustment Of Shares
	  	7
	 (a)
	  	General	  	7
	 (b)
	  	Mergers and Consolidations	  	7
	 (c)
	  	Reservation of Rights	  	8
		
	 SECTION 9. Securities Law Requirements
	  	8
	 (a)
	  	General	  	8
	 (b)
	  	Financial Reports	  	8
		
	 SECTION 10. No Retention Rights
	  	9
		
	 SECTION 11. Duration and Amendments
	  	9
	 (a)
	  	Term of the Plan	  	9
	 (b)
	  	Right to Amend or Terminate the Plan	  	9
	 (c)
	  	Effect of Amendment or Termination	  	10
		
	 SECTION 12. Definitions
	  	10


  
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 VISTO CORPORATION DBA GOOD
TECHNOLOGY 
 2006 STOCK PLAN 

SECTION 1. ESTABLISHMENT AND PURPOSE. 
 The purpose of the Plan is to offer selected persons an opportunity to acquire a proprietary interest in the success of the Company, or to increase such interest, by purchasing Shares of the
Company’s Stock. The Plan provides both for the direct award or sale of Shares and for the grant of Options to purchase Shares. Options granted under the Plan may include Nonstatutory Options as well as ISOs intended to qualify under
Section 422 of the Code. 
 Capitalized terms are defined in Section 12. 

SECTION 2. ADMINISTRATION. 
 (a) Committees of the Board of Directors. The Plan may be administered by one or more Committees. Each Committee shall consist of one or more members of the Board of Directors who have been
appointed by the Board of Directors. Each Committee shall have such authority and be responsible for such functions as the Board of Directors has assigned to it. If no Committee has been appointed, the entire Board of Directors shall administer the
Plan. Any reference to the Board of Directors in the Plan shall be construed as a reference to the Committee (if any) to whom the Board of Directors has assigned a particular function. 

(b) Authority of the Board of Directors. Subject to the provisions of the Plan, the Board of Directors shall have full authority
and discretion to take any actions it deems necessary or advisable for the administration of the Plan. All decisions, interpretations and other actions of the Board of Directors shall be final and binding on all Purchasers, all Optionees and all
persons deriving their rights from a Purchaser or Optionee. 
 SECTION 3. ELIGIBILITY. 

(a) General Rule. Only Employees, Outside Directors and Consultants shall be eligible for the grant of Nonstatutory Options or the
direct award or sale of Shares. Only Employees shall be eligible for the grant of ISOs. 
 (b) Ten-Percent Stockholders.
A person who owns more than 10% of the total combined voting power of all classes of outstanding stock of the Company, its Parent or any of its Subsidiaries shall not be eligible for designation as an Optionee or Purchaser unless (i) the
Exercise Price is at least 110% of the Fair Market Value of a Share on the date of grant, (ii) the Purchase Price (if any) is at least 100% of the Fair Market Value of a Share and (iii) in the case of an ISO, such ISO by its terms is not
exercisable after the expiration of five years from the date of grant. For purposes of this Subsection (b), in determining stock ownership, the attribution rules of Section 424(d) of the Code shall be applied. 







 SECTION 4. STOCK SUBJECT TO PLAN. 

(a) Basic Limitation. Not more than 65,742,882 Shares may be issued under the Plan (subject to Subsection (b) below and
Section 8(a)). All of these Shares may be issued upon the exercise of ISOs. The number of Shares that are subject to Options or other rights outstanding at any time under the Plan shall not exceed the number of Shares that then remain available
for issuance under the Plan. The Company, during the term of the Plan, shall at all times reserve and keep available sufficient Shares to satisfy the requirements of the Plan. Shares offered under the Plan may be authorized but unissued Shares or
treasury Shares. 
 (b) Additional Shares. In the event that Shares previously issued under the Plan are reacquired by
the Company, such Shares shall be added to the number of Shares then available for issuance under the Plan. In the event that an outstanding Option or other right for any reason expires or is canceled, the Shares allocable to the unexercised portion
of such Option or other right shall be added to the number of Shares then available for issuance under the Plan. 
 SECTION 5. TERMS AND
CONDITIONS OF AWARDS OR SALES. 
 (a) Stock Purchase Agreement. Each award or sale of Shares under the Plan (other
than upon exercise of an Option) shall be evidenced by a Stock Purchase Agreement between the Purchaser and the Company. Such award or sale shall be subject to all applicable terms and conditions of the Plan and may be subject to any other terms and
conditions which are not inconsistent with the Plan and which the Board of Directors deems appropriate for inclusion in a Stock Purchase Agreement. The provisions of the various Stock Purchase Agreements entered into under the Plan need not be
identical. 
 (b) Duration of Offers and Nontransferability of Rights. Any right to acquire Shares under the Plan (other
than an Option) shall automatically expire if not exercised by the Purchaser within 30 days after the grant of such right was communicated to the Purchaser by the Company. Such right shall not be transferable and shall be exercisable only by the
Purchaser to whom such right was granted. 
 (c) Purchase Price. The Purchase Price of Shares to be offered under the
Plan shall not be less than 85% of the Fair Market Value of such Shares, and a higher percentage may be required by Section 3(b). Subject to the preceding sentence, the Board of Directors shall determine the Purchase Price at its sole
discretion. The Purchase Price shall be payable in a form described in Section 7. 
 (d) Withholding Taxes. As a
condition to the purchase of Shares, the Purchaser shall make such arrangements as the Board of Directors may require for the satisfaction of any federal, state, local or foreign withholding tax obligations, including social contributions and other
payroll deductions, that may arise in connection with such purchase. 
 (e) Restrictions on Transfer of Shares and Minimum
Vesting. Any Shares awarded or sold under the Plan shall be subject to such special forfeiture conditions, rights of repurchase, rights of first refusal and other transfer restrictions as the Board of Directors may determine. Such restrictions
shall be set forth in the applicable Stock Purchase Agreement and 

  
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shall apply in addition to any restrictions that may apply to holders of Shares generally. In the case of a Purchaser who is not an officer of the Company, an Outside Director or a Consultant:

 (i) Any right to repurchase the Purchaser’s Shares at the original Purchase Price (if any) upon
termination of the Purchaser’s Service shall lapse at least as rapidly as 20% per year over the five-year period commencing on the date of the award or sale of the Shares; 

(ii) Any such right may be exercised only for cash or for cancellation of indebtedness incurred in purchasing the
Shares; and 
 (iii) Any such right may be exercised only within 90 days after the termination of the
Purchaser’s Service. 
 SECTION 6. TERMS AND CONDITIONS OF OPTIONS. 

(a) Stock Option Agreement. Each grant of an Option under the Plan shall be evidenced by a Stock Option Agreement between the
Optionee and the Company. The Option shall be subject to all applicable terms and conditions of the Plan and may be subject to any other terms and conditions which are not inconsistent with the Plan and which the Board of Directors deems appropriate
for inclusion in a Stock Option Agreement. The provisions of the various Stock Option Agreements entered into under the Plan need not be identical. 
 (b) Number of Shares. Each Stock Option Agreement shall specify the number of Shares that are subject to the Option and shall provide for the adjustment of such number in accordance with
Section 8. The Stock Option Agreement shall also specify whether the Option is an ISO or a Nonstatutory Option. 
 (c)
Exercise Price. Each Stock Option Agreement shall specify the Exercise Price. The Exercise Price of any Option shall not be less than 100% of the Fair Market Value of a Share on the date of grant, and a higher percentage may be required by
Section 3(b). Subject to the preceding sentence, the Exercise Price shall be determined by the Board of Directors at its sole discretion. The Exercise Price shall be payable in a form described in Section 7. 

(d) Exercisability. Each Stock Option Agreement shall specify the date when all or any installment of the Option is to become
exercisable. No Option shall be exercisable unless the Optionee (i) has delivered an executed copy of the Stock Option Agreement to the Company or (ii) otherwise agrees to be bound by the terms of the Stock Option Agreement. In the case of
an Optionee who is not an officer of the Company, an Outside Director or a Consultant, an Option shall become exercisable at least as rapidly as 20% per year over the five-year period commencing on the date of grant. Subject to the preceding
sentence, the Board of Directors shall determine the exercisability provisions of the Stock Option Agreement at its sole discretion. 
 (e) Basic Term. The Stock Option Agreement shall specify the term of the Option. The term shall not exceed 10 years from the date of grant, and a shorter term may be


  
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required by Section 3(b). Subject to the preceding sentence, the Board of Directors at its sole discretion shall determine when an Option is to expire. 

(f) Termination of Service (Except by Death). If an Optionee’s Service terminates for any reason other than the
Optionee’s death, then the Optionee’s Options shall expire on the earliest of the following occasions: 

(i) The expiration date determined pursuant to Subsection (e) above; 

(ii) The date three months after the termination of the Optionee’s Service for any reason other than Disability, or
such later date as the Board of Directors may determine; or 
 (iii) The date six months after the
termination of the Optionee’s Service by reason of Disability, or such later date as the Board of Directors may determine. 
 The Optionee
may exercise all or part of the Optionee’s Options at any time before the expiration of such Options under the preceding sentence, but only to the extent that such Options had become exercisable before the Optionee’s Service terminated (or
became exercisable as a result of the termination) and the underlying Shares had vested before the Optionee’s Service terminated (or vested as a result of the termination). The balance of such Options shall lapse when the Optionee’s
Service terminates. In the event that the Optionee dies after the termination of the Optionee’s Service but before the expiration of the Optionee’s Options, all or part of such Options may be exercised (prior to expiration) by the
executors or administrators of the Optionee’s estate or by any person who has acquired such Options directly from the Optionee by beneficiary designation, bequest or inheritance, but only to the extent that such Options had become exercisable
before the Optionee’s Service terminated (or became exercisable as a result of the termination) and the underlying Shares had vested before the Optionee’s Service terminated (or vested as a result of the termination). 

(g) Leaves of Absence. For purposes of Subsection (f) above, Service shall be deemed to continue while the Optionee is on a
bona fide leave of absence, if such leave was approved by the Company in writing and if continued crediting of Service for this purpose is expressly required by the terms of such leave or by applicable law (as determined by the Company). 

(h) Death of Optionee. If an Optionee dies while the Optionee is in Service, then the Optionee’s Options shall expire on the
earlier of the following dates: 
 (i) The expiration date determined pursuant to Subsection (e) above; or

 (ii) The date 12 months after the Optionee’s death, or such later date as the Board of Directors may
determine. 

  
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 All or part of the Optionee’s Options may be exercised at any time before the expiration of such
Options under the preceding sentence by the executors or administrators of the Optionee’s estate or by any person who has acquired such Options directly from the Optionee by beneficiary designation, bequest or inheritance, but only to the
extent that such Options had become exercisable before the Optionee’s death (or became exercisable as a result of the death) and the underlying Shares had vested before the Optionee’s death (or vested as a result of the Optionee’s
death). The balance of such Options shall lapse when the Optionee dies. 
 (i) Restrictions on Transfer of Shares and Minimum
Vesting. Any Shares issued upon exercise of an Option shall be subject to such special forfeiture conditions, rights of repurchase, rights of first refusal and other transfer restrictions as the Board of Directors may determine. Such
restrictions shall be set forth in the applicable Stock Option Agreement and shall apply in addition to any restrictions that may apply to holders of Shares generally. In the case of an Optionee who is not an officer of the Company, an Outside
Director or a Consultant: 
 (i) Any right to repurchase the Optionee’s Shares at the original Exercise
Price upon termination of the Optionee’s Service shall lapse at least as rapidly as 20% per year over the five-year period commencing on the date of the option grant; 

(ii) Any such right may be exercised only for cash or for cancellation of indebtedness incurred in purchasing the
Shares; and 
 (iii) Any such right may be exercised only within 90 days after the later of (A) the
termination of the Optionee’s Service or (B) the date of the option exercise. 
 (j) Transferability of
Options. An Option shall be transferable by the Optionee only by (i) a beneficiary designation, (ii) a will or (iii) the laws of descent and distribution, except as provided in the next sentence. If the applicable Stock Option
Agreement so provides, a Nonstatutory Option shall also be transferable by gift or domestic relations order to a Family Member of the Optionee. An ISO may be exercised during the lifetime of the Optionee only by the Optionee or by the
Optionee’s guardian or legal representative. 
 (k) Withholding Taxes. As a condition to the grant of an Option, the
Optionee shall make such arrangements as the Board of Directors may require for the satisfaction of any federal, state, local or foreign withholding tax obligations (including social contributions and other payroll deductions) that may arise in
connection with such grant. As a condition to the exercise of an Option, the Optionee shall make such arrangements as the Board of Directors may require for the satisfaction of any federal, state, local or foreign withholding tax obligations
(including social contributions and other payroll deductions) that may arise in connection with such exercise. The Optionee shall also make such arrangements as the Board of Directors may require for the satisfaction of any federal, state, local or
foreign withholding tax obligations (including social contributions and other payroll deductions) that may arise in connection with the disposition of Shares acquired by exercising an Option. 

  
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 (l) No Rights as a Stockholder. An Optionee, or a transferee of an Optionee, shall
have no rights as a stockholder with respect to any Shares covered by the Optionee’s Option until such person becomes entitled to receive such Shares by filing a notice of exercise and paying the Exercise Price pursuant to the terms of such
Option. 
 (m) Modification, Extension and Assumption of Options. Within the limitations of the Plan, the Board of
Directors may modify, extend or assume outstanding Options or may accept the cancellation of outstanding Options (whether granted by the Company or another issuer) in return for the grant of new Options for the same or a different number of Shares
and at the same or a different Exercise Price. The foregoing notwithstanding, no modification of an Option shall, without the consent of the Optionee, impair the Optionee’s rights or increase the Optionee’s obligations under such Option.

 SECTION 7. PAYMENT FOR SHARES. 
 (a) General Rule. The entire Purchase Price or Exercise Price of Shares issued under the Plan shall be payable in cash or cash equivalents at the time when such Shares are purchased, except as
otherwise provided in this Section 7. 
 (b) Services Rendered. At the discretion of the Board of Directors, Shares
may be awarded under the Plan in consideration of services rendered to the Company, a Parent or a Subsidiary prior to the award. 
 (c) Promissory Note. At the discretion of the Board of Directors, all or a portion of the Purchase Price or Exercise Price (as the case may be) of Shares issued under the Plan may be paid with a
full-recourse promissory note. The Shares shall be pledged as security for payment of the principal amount of the promissory note and interest thereon. The interest rate payable under the terms of the promissory note shall not be less than the
minimum rate (if any) required to avoid the imputation of additional interest under the Code. Subject to the foregoing, the Board of Directors (at its sole discretion) shall specify the term, interest rate, amortization requirements (if any) and
other provisions of such note. 
 (d) Surrender of Stock. At the discretion of the Board of Directors, all or any part of
the Exercise Price may be paid by surrendering, or attesting to the ownership of, Shares that are already owned by the Optionee. Such Shares shall be surrendered to the Company in good form for transfer and shall be valued at their Fair Market Value
as of the date when the Option is exercised. 
 (e) Exercise/Sale. To the extent that a Stock Option Agreement so
provides, and if Stock is publicly traded, all or part of the Exercise Price and any withholding taxes may be paid by the delivery (on a form prescribed by the Company) of an irrevocable direction to a securities broker approved by the Company to
sell Shares and to deliver all or part of the sales proceeds to the Company. 
 (f) Other Forms of Payment. To the extent
that a Stock Purchase Agreement or Stock Option Agreement so provides, the Purchase Price or Exercise Price of 

  
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Shares issued under the Plan may be paid in any other form permitted by the Delaware General Corporation Law, as amended. 
 SECTION 8. ADJUSTMENT OF SHARES. 
 (a) General. In the event of a
subdivision of the outstanding Stock, a declaration of a dividend payable in Shares, a combination or consolidation of the outstanding Stock into a lesser number of Shares, a reclassification, or any other increase or decrease in the number of
issued shares of Stock effected without receipt of consideration by the Company, proportionate adjustments shall automatically be made in each of (i) the number of Shares available for future grants under Section 4, (ii) the number of
Shares covered by each outstanding Option and (iii) the Exercise Price under each outstanding Option. In the event of a declaration of an extraordinary dividend payable in a form other than Shares in an amount that has a material effect on the
Fair Market Value of the Stock, a recapitalization, a spin-off, or a similar occurrence, the Board of Directors at its sole discretion may make appropriate adjustments in one or more of (i) the number of Shares available for future grants under
Section 4, (ii) the number of Shares covered by each outstanding Option or (iii) the Exercise Price under each outstanding Option. 
 (b) Mergers and Consolidations. In the event that the Company is a party to a merger or consolidation, all outstanding Shares acquired under the Plan and all outstanding Options shall be subject to
the agreement of merger or consolidation, which does not have to provide that all outstanding Options (or a portion thereof) be treated in an identical manner. Such agreement, without the Optionees’ or Purchasers’ consent, may assign the
Company’s right of repurchase with respect to unvested and outstanding Shares to the Company’s successor and such assignment does not have to apply to the outstanding Shares in an identical manner. Such agreement, without the
Optionees’ consent, may provide for one or more of the following: 
 (i) The continuation of any such
outstanding Options by the Company (if the Company is the surviving corporation). 
 (ii) The assumption of any
such outstanding Options by the surviving corporation or its parent in a manner that complies with Section 424(a) of the Code (whether or not such Options are ISOs). 

(iii) The substitution by the surviving corporation or its parent of new options for any such outstanding Options in a
manner that complies with Section 424(a) of the Code (whether or not such Options are ISOs). 
 (iv) Full
exercisability of any such outstanding Options and full vesting of the Shares subject to such Options, followed by the cancellation of such Options. The full exercisability of such Options and full vesting of the Shares subject to such Options may
be contingent on the closing of such merger or consolidation. The Optionees shall be able to exercise such Options during a period of not less than five full business days preceding the closing date of such merger or consolidation, unless (A) a
shorter period is required to permit a timely closing of such merger or consolidation and (B) such shorter period still offers the 

  
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Optionees a reasonable opportunity to exercise such Options. Any exercise of such Options during such period may be contingent on the closing of such merger or consolidation. 

(v) The cancellation of any such outstanding Options and a payment to the Optionees equal to the excess of (A) the
Fair Market Value of the Shares subject to such Options (whether or not such Options are then exercisable or such Shares are then vested) as of the closing date of such merger or consolidation over (B) their Exercise Price. Such payment shall
be made in the form of cash, cash equivalents, or securities of the surviving corporation or its parent with a Fair Market Value equal to the required amount. Such payment may be made in installments and may be deferred until the date or dates when
such Options would have become exercisable or such Shares would have vested. Such payment may be subject to vesting based on the Optionee’s continuing Service, provided that the vesting schedule shall not be less favorable to the Optionee than
the schedule under which such Options would have become exercisable or such Shares would have vested. If the Exercise Price of the Shares subject to such Options exceeds the Fair Market Value of such Shares, then such Options may be cancelled
without making a payment to the Optionees. For purposes of this Paragraph (v), the Fair Market Value of any security shall be determined without regard to any vesting conditions that may apply to such security. 

(c) Reservation of Rights. Except as provided in this Section 8, an Optionee or Purchaser shall have no rights by reason of
(i) any subdivision or consolidation of shares of stock of any class, (ii) the payment of any dividend or (iii) any other increase or decrease in the number of shares of stock of any class. Any issuance by the Company of shares of
stock of any class, or securities convertible into shares of stock of any class, shall not affect, and no adjustment by reason thereof shall be made with respect to, the number or Exercise Price of Shares subject to an Option. The grant of an Option
pursuant to the Plan shall not affect in any way the right or power of the Company to make adjustments, reclassifications, reorganizations or changes of its capital or business structure, to merge or consolidate or to dissolve, liquidate, sell or
transfer all or any part of its business or assets. 
 SECTION 9. SECURITIES LAW REQUIREMENTS. 

(a) General. Shares shall not be issued under the Plan unless the issuance and delivery of such Shares comply with (or are exempt
from) all applicable requirements of law, including (without limitation) the Securities Act of 1933, as amended, the rules and regulations promulgated thereunder, state securities laws and regulations, applicable foreign laws and regulations and the
regulations of any stock exchange or other securities market on which the Company’s securities may then be traded. 

(b) Financial Reports. The Company each year shall furnish to Optionees, Purchasers and stockholders who have received Stock under
the Plan its balance sheet and income statement, unless such Optionees, Purchasers or stockholders are key Employees whose 

  
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duties with the Company assure them access to equivalent information. Such balance sheet and income statement need not be audited. 

(c) Rule 12h-1(f)(1) Exemption. If the Company is relying on the exemption pursuant to Rule 12h-1(f)(1) under the Securities
Exchange Act of 1934 (the “Exchange Act”), the Company shall provide Optionees with the information described in Rules 701(e)(3), (4), and (5) under the Securities Act of 1933 every six months, with the financial statements being not
more than 180 days old (the “Financial Information”). The Financial Information shall be provided either by physical or electronic delivery to the Optionee or by written notice to the Optionee of the availability of such information on an
Internet site that may be password-protected and of any password needed to access the information. The Financial Information shall be provided subject to the Optionee’s express agreement to keep it confidential. The Financial Information shall
be provided once the Company is relying on the exemption pursuant to Rule 12h-1(f)(1) under the Exchange Act until the Company becomes subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act or is no longer relying on
the exemption pursuant to Rule 12h-1(f)(1) under the Exchange Act. 
 SECTION 10. NO RETENTION RIGHTS. 

Subject to applicable law and the applicable employment documentation (if any), nothing in the Plan or in any right or Option granted
under the Plan shall confer upon the Purchaser or Optionee any right to continue in Service for any period of specific duration or interfere with or otherwise restrict in any way the rights of the Company (or any Parent or Subsidiary employing or
retaining the Purchaser or Optionee) or of the Purchaser or Optionee, which rights are hereby expressly reserved by each, to terminate his or her Service at any time and for any reason, with or without cause or notice, provided, however, that this
provision will not apply if applicable employment documentation or provisions of applicable law require otherwise. 
 SECTION 11. DURATION
AND AMENDMENTS. 
 (a) Term of the Plan. The Plan, as set forth herein, shall become effective on the date of its
adoption by the Board of Directors, subject to the approval of the Company’s stockholders. If the stockholders fail to approve the Plan within 12 months after its adoption by the Board of Directors, then any grants, exercises or sales that have
already occurred under the Plan shall be rescinded and no additional grants, exercises or sales shall thereafter be made under the Plan. The Plan shall terminate automatically 10 years after the later of (i) the date when the Board of Directors
adopted the Plan or (ii) the date when the Board of Directors approved the most recent increase in the number of Shares reserved under Section 4 that was also approved by the Company’s stockholders. The Plan may be terminated on any
earlier date pursuant to Subsection (b) below. 
 (b) Right to Amend or Terminate the Plan. The Board of Directors
may amend, suspend or terminate the Plan at any time and for any reason; provided, however, that any amendment of the Plan shall be subject to the approval of the Company’s stockholders if it (i) increases the number of Shares available
for issuance under the Plan (except as provided in 

  
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Section 8) or (ii) materially changes the class of persons who are eligible for the grant of ISOs. Stockholder approval shall not be required for any other amendment of the Plan. If the
stockholders fail to approve an increase in the number of Shares reserved under Section 4 within 12 months after its adoption by the Board of Directors, then any grants, exercises or sales that have already occurred in reliance on such increase
shall be rescinded and no additional grants, exercises or sales shall thereafter be made in reliance on such increase. 
 (c)
Effect of Amendment or Termination. No Shares shall be issued or sold under the Plan after the termination thereof, except upon exercise of an Option granted prior to such termination. The termination of the Plan, or any amendment thereof, shall
not affect any Share previously issued or any Option previously granted under the Plan. 
 SECTION 12. DEFINITIONS. 

(a) “Board of Directors” shall mean the Board of Directors of the Company, as constituted from time to time. 

(b) “Code” shall mean the Internal Revenue Code of 1986, as amended. 

(c) “Committee” shall mean a committee of the Board of Directors, as described in Section 2(a). 

(d) “Company” shall mean Visto Corporation dba Good Technology, a Delaware corporation. 

(e) “Consultant” shall mean a person who performs bona fide services for the Company, a Parent or a Subsidiary as a
consultant or advisor, excluding Employees and Outside Directors. 
 (f) “Disability” shall mean that the
Optionee is unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment. 
 (g) “Employee” shall mean any individual who is a common-law employee of the Company, a Parent or a Subsidiary. 
 (h) “Exercise Price” shall mean the amount for which one Share may be purchased upon exercise of an Option, as specified by the Board of Directors in the applicable Stock Option
Agreement. 
 (i) “Fair Market Value” shall mean the fair market value of a Share, as determined by the Board
of Directors in accordance with applicable law. Such determination shall be conclusive and binding on all persons. 
 (j)
“Family Member” shall mean (i) any child, stepchild, grandchild, parent, stepparent, grandparent, spouse, former spouse, sibling, niece, nephew, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law or
sister-in-law, including adoptive relationships, (ii) any person sharing the Optionee’s household (other than a tenant or employee), 

  
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(iii) a trust in which persons described in Clause (i) or (ii) have more than 50% of the beneficial interest, (iv) a foundation in which persons described in Clause (i) or
(ii) or the Optionee control the management of assets and (v) any other entity in which persons described in Clause (i) or (ii) or the Optionee own more than 50% of the voting interests. 

(k) “ISO” shall mean an employee incentive stock option described in Section 422(b) of the Code. 

(l) “Nonstatutory Option” shall mean a stock option not described in Sections 422(b) or 423(b) of the Code. 

(m) “Option” shall mean an ISO or Nonstatutory Option granted under the Plan and entitling the holder to purchase
Shares. 
 (n) “Optionee” shall mean a person who holds an Option. 

(o) “Outside Director” shall mean a member of the Board of Directors who is not an Employee. 

(p) “Parent” shall mean any corporation (other than the Company) in an unbroken chain of corporations ending with the
Company, if each of the corporations other than the Company owns stock possessing 50% or more of the total combined voting power of all classes of stock in one of the other corporations in such chain. A corporation that attains the status of a
Parent on a date after the adoption of the Plan shall be considered a Parent commencing as of such date. 
 (q)
“Plan” shall mean this Visto Corporation dba Good Technology 2006 Stock Plan. 
 (r) “Purchase
Price” shall mean the consideration for which one Share may be acquired under the Plan (other than upon exercise of an Option), as specified by the Board of Directors. 

(s) “Purchaser” shall mean a person to whom the Board of Directors has offered the right to acquire Shares under the
Plan (other than upon exercise of an Option). 
 (t) “Service” shall mean service as an Employee, Outside
Director or Consultant. 
 (u) “Share” shall mean one share of Stock, as adjusted in accordance with
Section 8 (if applicable). 
 (v) “Stock” shall mean the Common Stock of the Company. 

(w) “Stock Option Agreement” shall mean the agreement between the Company and an Optionee that contains the terms,
conditions and restrictions pertaining to the Optionee’s Option. 

  
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 (x) “Stock Purchase Agreement” shall mean the agreement between the Company
and a Purchaser who acquires Shares under the Plan that contains the terms, conditions and restrictions pertaining to the acquisition of such Shares. 
 (y) “Subsidiary” shall mean any corporation (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 50% or more of the total combined voting power of all classes of stock in one of the other corporations in such chain. A corporation that attains the status of a Subsidiary on a date after the
adoption of the Plan shall be considered a Subsidiary commencing as of such date. 

  
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 THE OPTION GRANTED PURSUANT TO THIS AGREEMENT AND THE SHARES ISSUABLE UPON THE EXERCISE THEREOF HAVE NOT
BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR AN OPINION OF COUNSEL, SATISFACTORY TO THE COMPANY AND ITS COUNSEL, THAT
SUCH REGISTRATION IS NOT REQUIRED. 
 VISTO CORPORATION DBA
GOOD TECHNOLOGY 2006 STOCK PLAN: 
 STOCK
OPTION AGREEMENT 
 SECTION 1. GRANT OF OPTION. 

(a) Option. On the terms and conditions set forth in the Notice of Stock Option Grant and this Agreement, the Company grants to the
Optionee on the Date of Grant the option to purchase at the Exercise Price the number of Shares set forth in the Notice of Stock Option Grant. The Exercise Price is agreed to be at least 100% of the Fair Market Value per Share on the Date of Grant
(110% of Fair Market Value if Section 3(b) of the Plan applies). This option is intended to be an ISO or an NSO, as provided in the Notice of Stock Option Grant. 
 (b) $100,000 Limitation. Even if this option is designated as an ISO in the Notice of Stock Option Grant, it shall be deemed to be an NSO to the extent (and only to the extent) required by the
$100,000 annual limitation under Section 422(d) of the Code. 
 (c) Stock Plan and Defined Terms. This option is
granted pursuant to the Plan, a copy of which the Optionee acknowledges having received. The provisions of the Plan are incorporated into this Agreement by this reference. Capitalized terms are defined in Section 15 of this Agreement.

 SECTION 2. RIGHT TO EXERCISE. 
 (a) Exercisability. Subject to Subsection (b) below and the other conditions set forth in this Agreement, all or part of this option may be exercised prior to its expiration at the time or
times set forth in the Notice of Stock Option Grant. Shares purchased by exercising this option may be subject to the Right of Repurchase under Section 7. 
 (b) Stockholder Approval. Any other provision of this Agreement notwithstanding, no portion of this option shall be exercisable at any time prior to the approval of the Plan by the Company’s
stockholders. 
 SECTION 3. NO TRANSFER OR ASSIGNMENT OF OPTION. 
 Except as otherwise provided in this Agreement, this option and the rights and privileges conferred hereby shall not be sold, pledged or otherwise transferred (whether by








 
operation of law or otherwise) and shall not be subject to sale under execution, attachment, levy or similar process. 
 SECTION 4. EXERCISE PROCEDURES. 
 (a) Notice of Exercise. The
Optionee or the Optionee’s representative may exercise this option by giving written notice to the Company pursuant to Section 13(c). The notice shall specify the election to exercise this option, the number of Shares for which it is being
exercised and the form of payment. The person exercising this option shall sign the notice. In the event that this option is being exercised by the representative of the Optionee, the notice shall be accompanied by proof (satisfactory to the
Company) of the representative’s right to exercise this option. The Optionee or the Optionee’s representative shall deliver to the Company, at the time of giving the notice, payment in a form permissible under Section 5 for the full
amount of the Purchase Price. In the event of a partial exercise of this option, Shares shall be deemed to have been purchased in the order in which they vest in accordance with the Notice of Stock Option Grant. 

(b) Issuance of Shares. After receiving a proper notice of exercise, the Company shall cause to be issued one or more certificates
evidencing the Shares for which this option has been exercised. Such Shares shall be registered (i) in the name of the person exercising this option, (ii) in the names of such person and his or her spouse as community property or as joint
tenants with the right of survivorship or (iii) with the Company’s consent, in the name of a revocable trust. In the case of Restricted Shares, the Company shall cause such certificates to be deposited in escrow under Section 7(c). In
the case of other Shares, the Company shall cause such certificates to be delivered to or upon the order of the person exercising this option. 
 (c) Withholding Taxes. In the event that the Company determines that it is required to withhold any tax as a result of the exercise of this option, the Optionee, as a condition to the exercise of
this option, shall make arrangements satisfactory to the Company to enable it to satisfy all withholding requirements. The Optionee shall also make arrangements satisfactory to the Company to enable it to satisfy any withholding requirements that
may arise in connection with the vesting or disposition of Shares purchased by exercising this option. 
 SECTION 5. PAYMENT FOR STOCK.

 (a) Cash. All or part of the Purchase Price may be paid in cash or cash equivalents. 

(b) Surrender of Stock. At the discretion of the Board of Directors, all or any part of the Purchase Price may be paid by
surrendering, or attesting to the ownership of, Shares that are already owned by the Optionee. Such Shares shall be surrendered to the Company in good form for transfer and shall be valued at their Fair Market Value as of the date when this option
is exercised. 
 (c) Exercise/Sale. All or part of the Purchase Price and any withholding taxes may be paid by the
delivery (on a form prescribed by the Company) of an irrevocable direction to a securities broker approved by the Company to sell Shares and to deliver all or part 

  
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of the sales proceeds to the Company. However, payment pursuant to this Subsection (c) shall be permitted only if (i) Stock then is publicly traded and (ii) such payment does not
violate applicable law. 
 SECTION 6. TERM AND EXPIRATION. 
 (a) Basic Term. This option shall in any event expire on the expiration date set forth in the Notice of Stock Option Grant, which date is 10 years after the Date of Grant (five years after the Date
of Grant if this option is designated as an ISO in the Notice of Stock Option Grant and Section 3(b) of the Plan applies). 

(b) Termination of Service (Except by Death). If the Optionee’s Service terminates for any reason other than death, then this
option shall expire on the earliest of the following occasions: 
 (i) The expiration date determined pursuant to
Subsection (a) above; 
 (ii) The date three months after the termination of the Optionee’s Service for any
reason other than Disability; or 
 (iii) The date six months after the termination of the Optionee’s
Service by reason of Disability. 
 The Optionee may exercise all or part of this option at any time before its expiration under the preceding
sentence, but only to the extent that this option is exercisable for vested Shares on or before the date when the Optionee’s Service terminates. Subject to Section 7(b), when the Optionee’s Service terminates, this option shall expire
immediately with respect to the number of Shares for which this option is not yet exercisable and with respect to any Restricted Shares. In the event that the Optionee dies after termination of Service but before the expiration of this option, all
or part of this option may be exercised (prior to expiration) by the executors or administrators of the Optionee’s estate or by any person who has acquired this option directly from the Optionee by beneficiary designation, bequest or
inheritance, but only to the extent that this option was exercisable for vested Shares on or before the date when the Optionee’s Service terminated. 
 (c) Death of the Optionee. If the Optionee dies while in Service, then this option shall expire on the earlier of the following dates: 

(i) The expiration date determined pursuant to Subsection (a) above; or 

(ii) The date 12 months after the Optionee’s death. 
 All or part of this option may be exercised at any time before its expiration under the preceding sentence by the executors or administrators of the Optionee’s estate or by any person who has
acquired this option directly from the Optionee by beneficiary designation, bequest or inheritance, but only to the extent that this option is exercisable for vested Shares on or before 

  
 3 








 
the Optionee’s death. When the Optionee dies, this option shall expire immediately with respect to the number of Shares for which this option is not yet exercisable and with respect to any
Restricted Shares. 
 (d) Part-Time Employment and Leaves of Absence. If the Optionee commences working on a part-time
basis, then the Company may adjust the vesting schedule set forth in the Notice of Stock Option Grant in accordance with the Company’s part-time work policy or the terms of an agreement between the Optionee and the Company pertaining to his or
her part-time schedule. If the Optionee goes on a leave of absence, then the Company may adjust the vesting schedule set forth in the Notice of Stock Option Grant in accordance with the Company’s leave of absence policy or the terms of such
leave. Except as provided in the preceding sentence, Service shall be deemed to continue for any purpose under this Agreement while the Optionee is on a bona fide leave of absence, if (i) such leave was approved by the Company in writing
and (ii) continued crediting of Service for such purpose is expressly required by the terms of such leave or by applicable law (as determined by the Company). Service shall be deemed to terminate when such leave ends, unless the Optionee
immediately returns to active work. 
 (e) Notice Concerning ISO Treatment. Even if this option is designated as an ISO
in the Notice of Stock Option Grant, it ceases to qualify for favorable tax treatment as an ISO to the extent that it is exercised: 
 (i) More than three months after the date when the Optionee ceases to be an Employee for any reason other than death or permanent and total disability (as defined in Section 22(e)(3) of the Code);

 (ii) More than 12 months after the date when the Optionee ceases to be an Employee by reason of permanent
and total disability (as defined in Section 22(e)(3) of the Code); or 
 (iii) More than three months
after the date when the Optionee has been on a leave of absence for 90 days, unless the Optionee’s reemployment rights following such leave were guaranteed by statute or by contract. 
 SECTION 7. RIGHT OF REPURCHASE. 
 (a) Scope of Repurchase Right.
Until they vest in accordance with the Notice of Stock Option Grant and Subsection (b) below, the Shares acquired under this Agreement shall be Restricted Shares and shall be subject to the Company’s Right of Repurchase. The Company,
however, may decline to exercise its Right of Repurchase or may exercise its Right of Repurchase only with respect to a portion of the Restricted Shares. The Company may exercise its Right of Repurchase only during the Repurchase Period following
the termination of the Optionee’s Service. The Right of Repurchase may be exercised automatically under Subsection (d) below. If the Right of Repurchase is exercised, the Company shall pay the Optionee an amount equal to the Exercise Price
for each of the Restricted Shares being repurchased. 

  
 4 








 (b) Lapse of Repurchase Right. The Right of Repurchase shall lapse with respect to
the Restricted Shares in accordance with the vesting schedule set forth in the Notice of Stock Option Grant. In the event that the Optionee is subject to an Involuntary Termination at any time during the period that is fifteen (15) days prior
to the execution of a definitive agreement evidencing a Change in Control through the date that is twelve (12) months following the closing date of a Change in Control, the Right of Repurchase shall lapse with respect to an additional number of
Restricted Shares equal to one hundred percent (100%) of the then unvested Restricted Shares. 
 (c) Escrow. Upon
issuance, the certificate(s) for Restricted Shares shall be deposited in escrow with the Company to be held in accordance with the provisions of this Agreement. Any additional or exchanged securities or other property described in Subsection
(f) below shall immediately be delivered to the Company to be held in escrow. All ordinary cash dividends on Restricted Shares (or on other securities held in escrow) shall be paid directly to the Optionee and shall not be held in escrow.
Restricted Shares, together with any other assets held in escrow under this Agreement, shall be (i) surrendered to the Company for repurchase upon exercise of the Right of Repurchase or the Right of First Refusal or (ii) released to the
Optionee upon his or her request to the extent that the Shares have ceased to be Restricted Shares (but not more frequently than once every six months). In any event, all Shares that have ceased to be Restricted Shares, together with any other
vested assets held in escrow under this Agreement, shall be released within 90 days after the earlier of (i) the termination of the Optionee’s Service or (ii) the lapse of the Right of First Refusal. 

(d) Exercise of Repurchase Right. The Company shall be deemed to have exercised its Right of Repurchase automatically for all
Restricted Shares as of the commencement of the Repurchase Period, unless the Company during the Repurchase Period notifies the holder of the Restricted Shares pursuant to Section 13(c) that it will not exercise its Right of Repurchase for some
or all of the Restricted Shares. During the Repurchase Period, the Company shall pay to the holder of the Restricted Shares the purchase price determined under Subsection (a) above for the Restricted Shares being repurchased. Payment shall be
made in cash or cash equivalents and/or by canceling indebtedness to the Company incurred by the Optionee in the purchase of the Restricted Shares. The certificate(s) representing the Restricted Shares being repurchased shall be delivered to the
Company. 
 (e) Termination of Rights as Stockholder. If the Right of Repurchase is exercised in accordance with this
Section 7 and the Company makes available the consideration for the Restricted Shares being repurchased, then the person from whom the Restricted Shares are repurchased shall no longer have any rights as a holder of the Restricted Shares (other
than the right to receive payment of such consideration). Such Restricted Shares shall be deemed to have been repurchased pursuant to this Section 7, whether or not the certificate(s) for such Restricted Shares have been delivered to the
Company or the consideration for such Restricted Shares has been accepted. 
 (f) Additional or Exchanged Securities and
Property. In the event of a merger or consolidation of the Company with or into another entity, any other corporate reorganization, a stock split, the declaration of a stock dividend, the declaration of an extraordinary dividend payable in a
form other than stock, a spin-off, an adjustment in 

  
 5 








 
conversion ratio, a recapitalization or a similar transaction affecting the Company’s outstanding securities, any securities or other property (including cash or cash equivalents) that are
by reason of such transaction exchanged for, or distributed with respect to, any Restricted Shares shall immediately be subject to the Right of Repurchase. Appropriate adjustments to reflect the exchange or distribution of such securities or
property shall be made to the number and/or class of the Restricted Shares. Appropriate adjustments shall also be made to the price per share to be paid upon the exercise of the Right of Repurchase, provided that the aggregate purchase price payable
for the Restricted Shares shall remain the same. In the event of a merger or consolidation of the Company with or into another entity or any other corporate reorganization, the Right of Repurchase may be exercised by the Company’s successor.

 (g) Transfer of Restricted Shares. The Optionee shall not transfer, assign, encumber or otherwise dispose of any
Restricted Shares without the Company’s written consent, except as provided in the following sentence. The Optionee may transfer Restricted Shares to one or more members of the Optionee’s Immediate Family or to a trust established by the
Optionee for the benefit of the Optionee and/or one or more members of the Optionee’s Immediate Family, provided in either case that the Transferee agrees in writing on a form prescribed by the Company to be bound by all provisions of this
Agreement. If the Optionee transfers any Restricted Shares, then this Agreement shall apply to the Transferee to the same extent as to the Optionee. 
 (h) Assignment of Repurchase Right. The Board of Directors may freely assign the Company’s Right of Repurchase, in whole or in part. Any person who accepts an assignment of the Right of
Repurchase from the Company shall assume all of the Company’s rights and obligations under this Section 7. 
 SECTION 8. RIGHT OF
FIRST REFUSAL. 
 (a) Right of First Refusal. In the event that the Optionee proposes to sell, pledge or otherwise
transfer to a third party any Shares acquired under this Agreement, or any interest in such Shares, the Company shall have the Right of First Refusal with respect to all (and not less than all) of such Shares. If the Optionee desires to transfer
Shares acquired under this Agreement, the Optionee shall give a written Transfer Notice to the Company describing fully the proposed transfer, including the number of Shares proposed to be transferred, the proposed transfer price, the name and
address of the proposed Transferee and proof satisfactory to the Company that the proposed sale or transfer will not violate any applicable federal, State or foreign securities laws. The Transfer Notice shall be signed both by the Optionee and by
the proposed Transferee and must constitute a binding commitment of both parties to the transfer of the Shares. The Company shall have the right to purchase all, and not less than all, of the Shares on the terms of the proposal described in the
Transfer Notice (subject, however, to any change in such terms permitted under Subsection (b) below) by delivery of a notice of exercise of the Right of First Refusal within 30 days after the date when the Transfer Notice was received by the
Company. 
 (b) Transfer of Shares. If the Company fails to exercise its Right of First Refusal within 30 days after the
date when it received the Transfer Notice, the Optionee may, not later than 90 days following receipt of the Transfer Notice by the Company, conclude a transfer 

  
 6 








 
of the Shares subject to the Transfer Notice on the terms and conditions described in the Transfer Notice, provided that any such sale is made in compliance with applicable federal, State and
foreign securities laws and not in violation of any other contractual restrictions to which the Optionee is bound. Any proposed transfer on terms and conditions different from those described in the Transfer Notice, as well as any subsequent
proposed transfer by the Optionee, shall again be subject to the Right of First Refusal and shall require compliance with the procedure described in Subsection (a) above. If the Company exercises its Right of First Refusal, the parties shall
consummate the sale of the Shares on the terms set forth in the Transfer Notice within 60 days after the date when the Company received the Transfer Notice (or within such longer period as may have been specified in the Transfer Notice); provided,
however, that in the event the Transfer Notice provided that payment for the Shares was to be made in a form other than cash or cash equivalents paid at the time of transfer, the Company shall have the option of paying for the Shares with cash or
cash equivalents equal to the present value of the consideration described in the Transfer Notice. 
 (c) Additional or
Exchanged Securities and Property. In the event of a merger or consolidation of the Company with or into another entity, any other corporate reorganization, a stock split, the declaration of a stock dividend, the declaration of an extraordinary
dividend payable in a form other than stock, a spin-off, an adjustment in conversion ratio, a recapitalization or a similar transaction affecting the Company’s outstanding securities, any securities or other property (including cash or cash
equivalents) that are by reason of such transaction exchanged for, or distributed with respect to, any Shares subject to this Section 8 shall immediately be subject to the Right of First Refusal. Appropriate adjustments to reflect the exchange
or distribution of such securities or property shall be made to the number and/or class of the Shares subject to this Section 8. 
 (d) Termination of Right of First Refusal. Any other provision of this Section 8 notwithstanding, in the event that the Stock is readily tradable on an established securities market when the
Optionee desires to transfer Shares, the Company shall have no Right of First Refusal, and the Optionee shall have no obligation to comply with the procedures prescribed by Subsections (a) and (b) above. 

(e) Permitted Transfers. This Section 8 shall not apply to (i) a transfer by beneficiary designation, will or intestate
succession or (ii) a transfer to one or more members of the Optionee’s Immediate Family or to a trust established by the Optionee for the benefit of the Optionee and/or one or more members of the Optionee’s Immediate Family, provided
in either case that the Transferee agrees in writing on a form prescribed by the Company to be bound by all provisions of this Agreement. If the Optionee transfers any Shares acquired under this Agreement, either under this Subsection (e) or
after the Company has failed to exercise the Right of First Refusal, then this Agreement shall apply to the Transferee to the same extent as to the Optionee and as a condition of such transfer, the Transferee must execute a stock transfer agreement
in the form prescribed by the Company. 
 (f) Termination of Rights as Stockholder. If the Company makes available, at
the time and place and in the amount and form provided in this Agreement, the consideration for the Shares to be purchased in accordance with this Section 8, then after such time the person from whom such Shares are to be purchased shall no
longer have any rights as a holder of such 

  
 7 








 
Shares (other than the right to receive payment of such consideration in accordance with this Agreement). Such Shares shall be deemed to have been purchased in accordance with the applicable
provisions hereof, whether or not the certificate(s) therefor have been delivered as required by this Agreement. 
 (g)
Assignment of Right of First Refusal. The Board of Directors may freely assign the Company’s Right of First Refusal, in whole or in part. Any person who accepts an assignment of the Right of First Refusal from the Company shall assume
all of the Company’s rights and obligations under this Section 8. 
 SECTION 9. LEGALITY OF INITIAL ISSUANCE. 

No Shares shall be issued upon the exercise of this option unless and until the Company has determined that: 

(a) It and the Optionee have taken any actions required to register the Shares under the Securities Act or to perfect an
exemption from the registration requirements thereof; 
 (b) Any applicable listing requirement of any stock
exchange or other securities market on which Stock is listed has been satisfied; and 
 (c) Any other
applicable provision of federal, State or foreign law has been satisfied. 
 SECTION 10. NO REGISTRATION RIGHTS. 

The Company may, but shall not be obligated to, register or qualify the sale of Shares under the Securities Act or any other applicable
law. The Company shall not be obligated to take any affirmative action in order to cause the sale of Shares under this Agreement to comply with any law. 
 SECTION 11. RESTRICTIONS ON TRANSFER OF SHARES. 
 (a) Securities Law
Restrictions. Regardless of whether the offering and sale of Shares under the Plan have been registered under the Securities Act or have been registered or qualified under the securities laws of any State, the Company at its discretion may
impose restrictions upon the sale, pledge or other transfer of such Shares (including the placement of appropriate legends on stock certificates or the imposition of stop-transfer instructions) if, in the judgment of the Company, such restrictions
are necessary or desirable in order to achieve compliance with the Securities Act, the securities laws of any State or any other law. 
 (b) Market Stand-Off. In connection with any underwritten public offering by the Company of its equity securities pursuant to an effective registration statement filed under the Securities Act,
including the Company’s initial public offering, the Optionee or a Transferee shall not directly or indirectly sell, make any short sale of, loan, hypothecate, pledge, offer, grant or sell any option or other contract for the purchase of,
purchase any option or other contract for the sale of, or otherwise dispose of or transfer, or agree to engage in any of the foregoing 

  
 8 








 
transactions with respect to, any Shares acquired under this Agreement without the prior written consent of the Company or its managing underwriter. Such restriction (the “Market
Stand-Off”) shall be in effect for such period of time following the date of the final prospectus for the offering as may be requested by the Company or such underwriter. In no event, however, shall such period exceed 180 days plus such
additional period as may reasonably be requested by the Company or such underwriter to accommodate regulatory restrictions on (i) the publication or other distribution of research reports or (ii) analyst recommendations and opinions,
including (without limitation) the restrictions set forth in Rule 2711(f)(4) of the National Association of Securities Dealers and Rule 472(f)(4) of the New York Stock Exchange, as amended, or any similar successor rules. The Market Stand-Off shall
in any event terminate two years after the date of the Company’s initial public offering. In the event of the declaration of a stock dividend, a spin-off, a stock split, an adjustment in conversion ratio, a recapitalization or a similar
transaction affecting the Company’s outstanding securities without receipt of consideration, any new, substituted or additional securities which are by reason of such transaction distributed with respect to any Shares subject to the Market
Stand-Off, or into which such Shares thereby become convertible, shall immediately be subject to the Market Stand-Off. In order to enforce the Market Stand-Off, the Company may impose stop-transfer instructions with respect to the Shares acquired
under this Agreement until the end of the applicable stand-off period. The Company’s underwriters shall be beneficiaries of the agreement set forth in this Subsection (b). This Subsection (b) shall not apply to Shares registered in the
public offering under the Securities Act. 
 (c) Investment Intent at Grant. The Optionee represents and agrees that the
Shares to be acquired upon exercising this option will be acquired for investment, and not with a view to the sale or distribution thereof. 
 (d) Investment Intent at Exercise. In the event that the sale of Shares under the Plan is not registered under the Securities Act but an exemption is available that requires an investment
representation or other representation, the Optionee shall represent and agree at the time of exercise that the Shares being acquired upon exercising this option are being acquired for investment, and not with a view to the sale or distribution
thereof, and shall make such other representations as are deemed necessary or appropriate by the Company and its counsel. 
 (e)
Legends. All certificates evidencing Shares purchased under this Agreement shall bear the following legend: 
 “THE
SHARES REPRESENTED HEREBY MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, ENCUMBERED OR IN ANY MANNER DISPOSED OF, EXCEPT IN COMPLIANCE WITH THE TERMS OF A WRITTEN AGREEMENT BETWEEN THE COMPANY AND THE REGISTERED HOLDER OF THE SHARES (OR THE PREDECESSOR IN
INTEREST TO THE SHARES). SUCH AGREEMENT GRANTS TO THE COMPANY CERTAIN RIGHTS OF FIRST REFUSAL UPON AN ATTEMPTED TRANSFER OF THE SHARES AND CERTAIN REPURCHASE RIGHTS UPON TERMINATION OF SERVICE WITH THE COMPANY. THE SECRETARY OF THE COMPANY WILL UPON
WRITTEN REQUEST FURNISH A COPY OF SUCH AGREEMENT TO THE HOLDER HEREOF WITHOUT CHARGE.” 

  
 9 








 All certificates evidencing Shares purchased under this Agreement in an unregistered transaction shall bear
the following legend (and such other restrictive legends as are required or deemed advisable under the provisions of any applicable law): 
 “THE SHARES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF
UNDER SUCH ACT OR AN OPINION OF COUNSEL, SATISFACTORY TO THE COMPANY AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED.” 
 (f) Removal of Legends. If, in the opinion of the Company and its counsel, any legend placed on a stock certificate representing Shares sold under this Agreement is no longer required, the holder
of such certificate shall be entitled to exchange such certificate for a certificate representing the same number of Shares but without such legend. 
 (g) Administration. Any determination by the Company and its counsel in connection with any of the matters set forth in this Section 11 shall be conclusive and binding on the Optionee and all
other persons. 
 SECTION 12. ADJUSTMENT OF SHARES. 
 In the event of any transaction described in Section 8(a) of the Plan, the terms of this option (including, without limitation, the number and kind of Shares subject to this option and the Exercise
Price) shall be adjusted as set forth in Section 8(a) of the Plan. In the event that the Company is a party to a merger or consolidation, this option shall be subject to the agreement of merger or consolidation, as provided in Section 8(b)
of the Plan. 
 SECTION 13. MISCELLANEOUS PROVISIONS. 
 (a) Rights as a Stockholder. Neither the Optionee nor the Optionee’s representative shall have any rights as a stockholder with respect to any Shares subject to this option until the Optionee
or the Optionee’s representative becomes entitled to receive such Shares by filing a notice of exercise and paying the Purchase Price pursuant to Sections 4 and 5. 
 (b) No Retention Rights. Nothing in this option or in the Plan shall confer upon the Optionee any right to continue in Service for any period of specific duration or interfere with or otherwise
restrict in any way the rights of the Company (or any Parent or Subsidiary employing or retaining the Optionee) or of the Optionee, which rights are hereby expressly reserved by each, to terminate his or her Service at any time and for any reason,
with or without Cause. 
 (c) Notice. Any notice required by the terms of this Agreement shall be given in writing. It
shall be deemed effective upon (i) personal delivery, (ii) deposit with the United States Postal Service, by registered or certified mail, with postage and fees prepaid or (iii) deposit with Federal Express Corporation, with shipping
charges prepaid. Notice shall be addressed to the Company at its principal executive office and to the Optionee at the address that he or she most recently provided to the Company in accordance with this Subsection (c). 

  
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 (d) Entire Agreement. The Notice of Stock Option Grant, this Agreement and the Plan
constitute the entire contract between the parties hereto with regard to the subject matter hereof. They supersede any other agreements, representations or understandings (whether oral or written and whether express or implied) that relate to the
subject matter hereof. 
 (e) Choice of Law. This Agreement shall be governed by, and construed in accordance with, the
laws of the State of Delaware, as such laws are applied to contracts entered into and performed in such State. 
 SECTION 14.
ACKNOWLEDGEMENTS OF THE OPTIONEE. 
 (a) Tax Consequences. The Optionee agrees that the Company does not have a duty
to design or administer the Plan or its other compensation programs in a manner that minimizes the Optionee’s tax liabilities. The Optionee shall not make any claim against the Company or its Board of Directors, officers or employees related to
tax liabilities arising from this option or the Optionee’s other compensation. In particular, the Optionee acknowledges that this option is exempt from Section 409A of the Code only if the Exercise Price is at least equal to the Fair
Market Value per Share on the Date of Grant. Since Shares are not traded on an established securities market, the determination of their Fair Market Value is made by the Board of Directors or by an independent valuation firm retained by the Company.
The Optionee acknowledges that there is no guarantee in either case that the Internal Revenue Service will agree with the valuation, and the Optionee shall not make any claim against the Company or its Board of Directors, officers or employees in
the event that the Internal Revenue Service asserts that the valuation was too low. 
 (b) Electronic Delivery of
Documents. The Optionee agrees that the Company may deliver by email all documents relating to the Plan or this option (including, without limitation, a copy of the Plan) and all other documents that the Company is required to deliver to its
security holders (including, without limitation, disclosures that may be required by the Securities and Exchange Commission). The Optionee also agrees that the Company may deliver these documents by posting them on a website maintained by the
Company or by a third party under contract with the Company. If the Company posts these documents on a website, it shall notify the Optionee by email. 
 SECTION 15. DEFINITIONS. 
 (a) “Agreement” shall mean this
Stock Option Agreement. 
 (b) “Board of Directors” shall mean the Board of Directors of the Company, as
constituted from time to time or, if a Committee has been appointed, such Committee. 
 (c) “Cause” shall
mean (a) the Optionee’s unauthorized use or disclosure of the Company’s confidential information or trade secrets, which use or disclosure causes material harm to the Company, (b) the Optionee’s material breach of any
agreement between the Optionee and the Company, (c) the Optionee’s material failure to comply with the Company’s written policies or rules, (d) the Optionee’s conviction of, or plea of “guilty” or “no
contest” to, a felony under the laws of the United States or any State, (e) the Optionee’s gross negligence or willful misconduct, (f) the Optionee’s continuing failure to perform assigned duties after


  
 11 









 
receiving written notification of the failure from the Company or (g) the Optionee’s failure to cooperate in good faith with a governmental or internal investigation of the Company or
its directors, officers or employees, if the Company has requested the Optionee’s cooperation. 
 (d) “Change in
Control” shall mean (a) the consummation of a merger or consolidation of the Company with or into another entity or (b) the dissolution, liquidation or winding up of the Company. The foregoing notwithstanding, a merger or
consolidation of the Company does not constitute a “Change in Control” if immediately after the merger or consolidation a majority of the voting power of the capital stock of the continuing or surviving entity, or any direct or indirect
parent corporation of the continuing or surviving entity, will be owned by the persons who were the Company’s stockholders immediately prior to such merger or consolidation in substantially the same proportions as their ownership of the voting
power of the Company’s capital stock immediately prior to the merger or consolidation. 
 (e) “Code” shall
mean the Internal Revenue Code of 1986, as amended. 
 (f) “Committee” shall mean a committee of the Board of
Directors, as described in Section 2 of the Plan. 
 (g) “Company” shall mean Visto Corporation dba Good
Technology, a Delaware corporation. 
 (h) “Consultant” shall mean a person who performs bona fide services for
the Company, a Parent or a Subsidiary as a consultant or advisor, excluding Employees and Outside Directors. 
 (i)
“Date of Grant” shall mean the date of grant specified in the Notice of Stock Option Grant, which date shall be the later of (i) the date on which the Board of Directors resolved to grant this option or (ii) the first day
of the Optionee’s Service. 
 (j) “Disability” shall mean that the Optionee is unable to engage in any
substantial gainful activity by reason of any medically determinable physical or mental impairment. 
 (k)
“Employee” shall mean any individual who is a common-law employee of the Company, a Parent or a Subsidiary. 

(l) “Exercise Price” shall mean the amount for which one Share may be purchased upon exercise of this option, as
specified in the Notice of Stock Option Grant. 
 (m) “Fair Market Value” shall mean the fair market value of a
Share, as determined by the Board of Directors in good faith. Such determination shall be conclusive and binding on all persons. 
 (n) “Immediate Family” shall mean any child, stepchild, grandchild, parent, stepparent, grandparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law,
brother-in-law or sister-in-law and shall include adoptive relationships. 

  
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 (o) “Involuntary Termination” shall mean either (a) involuntary
discharge by the Company for reasons other than Cause or (b) voluntary resignation following (i) a change in the Optionee’s position with the Company that materially reduces the Optionee’s level of authority or responsibility,
(ii) a reduction in the Optionee’s base salary by more than 10% or (iii) receipt of notice that the Optionee’s principal workplace will be relocated more than 35 miles. 

(p) “ISO” shall mean an employee incentive stock option described in Section 422(b) of the Code. 

(q) “Notice of Stock Option Grant” shall mean the document so entitled to which this Agreement is attached. 

(r) “NSO” shall mean a stock option not described in Sections 422(b) or 423(b) of the Code. 

(s) “Optionee” shall mean the person named in the Notice of Stock Option Grant. 

(t) “Outside Director” shall mean a member of the Board of Directors who is not an Employee. 

(u) “Parent” shall mean any corporation (other than the Company) in an unbroken chain of corporations ending with the
Company, if each of the corporations other than the Company owns stock possessing 50% or more of the total combined voting power of all classes of stock in one of the other corporations in such chain. 

(v) “Plan” shall mean the Visto Corporation dba Good Technology 2006 Stock Plan, as in effect on the Date of Grant.

 (w) “Purchase Price” shall mean the Exercise Price multiplied by the number of Shares with respect to which
this option is being exercised. 
 (x) “Repurchase Period” shall mean a period of 90 consecutive days
commencing on the date when the Optionee’s Service terminates for any reason, including (without limitation) death or disability. 
 (y) “Restricted Share” shall mean a Share that is subject to the Right of Repurchase. 
 (z) “Right of First Refusal” shall mean the Company’s right of first refusal described in Section 8. 
 (aa) “Right of Repurchase” shall mean the Company’s right of repurchase described in Section 7. 
 (bb) “Securities Act” shall mean the Securities Act of 1933, as amended. 

  
 13 









 (cc) “Service” shall mean service as an Employee, Outside Director or
Consultant. 
 (dd) “Share” shall mean one share of Stock, as adjusted in accordance with Section 8 of the
Plan (if applicable). 
 (ee) “Stock” shall mean the Common Stock of the Company. 

(ff) “Subsidiary” shall mean any corporation (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 50% or more of the total combined voting power of all classes of stock in one of the other corporations in such chain.

 (gg) “Transferee” shall mean any person to whom the Optionee has directly or indirectly transferred any
Share acquired under this Agreement. 
 (hh) “Transfer Notice” shall mean the notice of a proposed transfer of
Shares described in Section 8. 

  
 14 









 THE OPTION GRANTED PURSUANT TO THIS AGREEMENT AND THE SHARES ISSUABLE UPON THE EXERCISE THEREOF HAVE NOT
BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR AN OPINION OF COUNSEL, SATISFACTORY TO THE COMPANY AND ITS COUNSEL, THAT
SUCH REGISTRATION IS NOT REQUIRED. 
 VISTO CORPORATION DBA
GOOD TECHNOLOGY 2006 STOCK PLAN: 
 STOCK
OPTION AGREEMENT 
 SECTION 1. GRANT OF OPTION. 

(a) Option. On the terms and conditions set forth in the Notice of Stock Option Grant and this Agreement, the Company grants to the
Optionee on the Date of Grant the option to purchase at the Exercise Price the number of Shares set forth in the Notice of Stock Option Grant. The Exercise Price is agreed to be at least 100% of the Fair Market Value per Share on the Date of Grant
(110% of Fair Market Value if Section 3(b) of the Plan applies). This option is intended to be an ISO or an NSO, as provided in the Notice of Stock Option Grant. 
 (b) $100,000 Limitation. Even if this option is designated as an ISO in the Notice of Stock Option Grant, it shall be deemed to be an NSO to the extent (and only to the extent) required by the
$100,000 annual limitation under Section 422(d) of the Code. 
 (c) Stock Plan and Defined Terms. This option is
granted pursuant to the Plan, a copy of which the Optionee acknowledges having received. The provisions of the Plan are incorporated into this Agreement by this reference. Capitalized terms are defined in Section 15 of this Agreement.

 SECTION 2. RIGHT TO EXERCISE. 
 (a) Exercisability. Subject to Subsection (b) below and the other conditions set forth in this Agreement, all or part of this option may be exercised prior to its expiration at the time or
times set forth in the Notice of Stock Option Grant. Shares purchased by exercising this option may be subject to the Right of Repurchase under Section 7. 
 (b) Stockholder Approval. Any other provision of this Agreement notwithstanding, no portion of this option shall be exercisable at any time prior to the approval of the Plan by the Company’s
stockholders. 
 SECTION 3. NO TRANSFER OR ASSIGNMENT OF OPTION. 
 Except as otherwise provided in this Agreement, this option and the rights and privileges conferred hereby shall not be sold, pledged or otherwise transferred (whether by








 
operation of law or otherwise) and shall not be subject to sale under execution, attachment, levy or similar process. 
 SECTION 4. EXERCISE PROCEDURES. 
 (a) Notice of Exercise. The
Optionee or the Optionee’s representative may exercise this option by giving written notice to the Company pursuant to Section 13(c). The notice shall specify the election to exercise this option, the number of Shares for which it is being
exercised and the form of payment. The person exercising this option shall sign the notice. In the event that this option is being exercised by the representative of the Optionee, the notice shall be accompanied by proof (satisfactory to the
Company) of the representative’s right to exercise this option. The Optionee or the Optionee’s representative shall deliver to the Company, at the time of giving the notice, payment in a form permissible under Section 5 for the full
amount of the Purchase Price. In the event of a partial exercise of this option, Shares shall be deemed to have been purchased in the order in which they vest in accordance with the Notice of Stock Option Grant. 

(b) Issuance of Shares. After receiving a proper notice of exercise, the Company shall cause to be issued one or more certificates
evidencing the Shares for which this option has been exercised. Such Shares shall be registered (i) in the name of the person exercising this option, (ii) in the names of such person and his or her spouse as community property or as joint
tenants with the right of survivorship or (iii) with the Company’s consent, in the name of a revocable trust. In the case of Restricted Shares, the Company shall cause such certificates to be deposited in escrow under Section 7(c). In
the case of other Shares, the Company shall cause such certificates to be delivered to or upon the order of the person exercising this option. 
 (c) Withholding Taxes. In the event that the Company determines that it is required to withhold any tax as a result of the exercise of this option, the Optionee, as a condition to the exercise of
this option, shall make arrangements satisfactory to the Company to enable it to satisfy all withholding requirements. The Optionee shall also make arrangements satisfactory to the Company to enable it to satisfy any withholding requirements that
may arise in connection with the vesting or disposition of Shares purchased by exercising this option. 
 SECTION 5. PAYMENT FOR STOCK.

 (a) Cash. All or part of the Purchase Price may be paid in cash or cash equivalents. 

(b) Surrender of Stock. At the discretion of the Board of Directors, all or any part of the Purchase Price may be paid by
surrendering, or attesting to the ownership of, Shares that are already owned by the Optionee. Such Shares shall be surrendered to the Company in good form for transfer and shall be valued at their Fair Market Value as of the date when this option
is exercised. 
 (c) Exercise/Sale. All or part of the Purchase Price and any withholding taxes may be paid by the
delivery (on a form prescribed by the Company) of an irrevocable direction to a securities broker approved by the Company to sell Shares and to deliver all or part 

  
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of the sales proceeds to the Company. However, payment pursuant to this Subsection (c) shall be permitted only if (i) Stock then is publicly traded and (ii) such payment does not
violate applicable law. 
 SECTION 6. TERM AND EXPIRATION. 
 (a) Basic Term. This option shall in any event expire on the expiration date set forth in the Notice of Stock Option Grant, which date is 10 years after the Date of Grant (five years after the Date
of Grant if this option is designated as an ISO in the Notice of Stock Option Grant and Section 3(b) of the Plan applies). 

(b) Termination of Service (Except by Death). If the Optionee’s Service terminates for any reason other than death, then this
option shall expire on the earliest of the following occasions: 
 (i) The expiration date determined pursuant to
Subsection (a) above; 
 (ii) The date three months after the termination of the Optionee’s Service for any
reason other than Disability; or 
 (iii) The date six months after the termination of the Optionee’s
Service by reason of Disability. 
 The Optionee may exercise all or part of this option at any time before its expiration under the preceding
sentence, but only to the extent that this option is exercisable for vested Shares on or before the date when the Optionee’s Service terminates. Subject to Section 7(b), when the Optionee’s Service terminates, this option shall expire
immediately with respect to the number of Shares for which this option is not yet exercisable and with respect to any Restricted Shares. In the event that the Optionee dies after termination of Service but before the expiration of this option, all
or part of this option may be exercised (prior to expiration) by the executors or administrators of the Optionee’s estate or by any person who has acquired this option directly from the Optionee by beneficiary designation, bequest or
inheritance, but only to the extent that this option was exercisable for vested Shares on or before the date when the Optionee’s Service terminated. 
 (c) Death of the Optionee. If the Optionee dies while in Service, then this option shall expire on the earlier of the following dates: 

(i) The expiration date determined pursuant to Subsection (a) above; or 

(ii) The date 12 months after the Optionee’s death. 
 All or part of this option may be exercised at any time before its expiration under the preceding sentence by the executors or administrators of the Optionee’s estate or by any person who has
acquired this option directly from the Optionee by beneficiary designation, bequest or inheritance, but only to the extent that this option is exercisable for vested Shares on or before 

  
 3 








 
the Optionee’s death. When the Optionee dies, this option shall expire immediately with respect to the number of Shares for which this option is not yet exercisable and with respect to any
Restricted Shares. 
 (d) Part-Time Employment and Leaves of Absence. If the Optionee commences working on a part-time
basis, then the Company may adjust the vesting schedule set forth in the Notice of Stock Option Grant in accordance with the Company’s part-time work policy or the terms of an agreement between the Optionee and the Company pertaining to his or
her part-time schedule. If the Optionee goes on a leave of absence, then the Company may adjust the vesting schedule set forth in the Notice of Stock Option Grant in accordance with the Company’s leave of absence policy or the terms of such
leave. Except as provided in the preceding sentence, Service shall be deemed to continue for any purpose under this Agreement while the Optionee is on a bona fide leave of absence, if (i) such leave was approved by the Company in writing
and (ii) continued crediting of Service for such purpose is expressly required by the terms of such leave or by applicable law (as determined by the Company). Service shall be deemed to terminate when such leave ends, unless the Optionee
immediately returns to active work. 
 (e) Notice Concerning ISO Treatment. Even if this option is designated as an ISO
in the Notice of Stock Option Grant, it ceases to qualify for favorable tax treatment as an ISO to the extent that it is exercised: 
 (i) More than three months after the date when the Optionee ceases to be an Employee for any reason other than death or permanent and total disability (as defined in Section 22(e)(3) of the Code);

 (ii) More than 12 months after the date when the Optionee ceases to be an Employee by reason of permanent
and total disability (as defined in Section 22(e)(3) of the Code); or 
 (iii) More than three months
after the date when the Optionee has been on a leave of absence for 90 days, unless the Optionee’s reemployment rights following such leave were guaranteed by statute or by contract. 
 SECTION 7. RIGHT OF REPURCHASE. 
 (a) Scope of Repurchase Right.
Until they vest in accordance with the Notice of Stock Option Grant and Subsection (b) below, the Shares acquired under this Agreement shall be Restricted Shares and shall be subject to the Company’s Right of Repurchase. The Company,
however, may decline to exercise its Right of Repurchase or may exercise its Right of Repurchase only with respect to a portion of the Restricted Shares. The Company may exercise its Right of Repurchase only during the Repurchase Period following
the termination of the Optionee’s Service. The Right of Repurchase may be exercised automatically under Subsection (d) below. If the Right of Repurchase is exercised, the Company shall pay the Optionee an amount equal to the Exercise Price
for each of the Restricted Shares being repurchased. 

  
 4 








 (b) Lapse of Repurchase Right. The Right of Repurchase shall lapse with respect to
the Restricted Shares in accordance with the vesting schedule set forth in the Notice of Stock Option Grant. In the event that the Optionee is subject to an Involuntary Termination at any time during the period that is fifteen (15) days prior
to the execution of a definitive agreement evidencing a Change in Control through the date that is twelve (12) months following the closing date of a Change in Control, the Right of Repurchase shall lapse with respect to an additional number of
Restricted Shares equal to fifty percent (50%) of the then unvested Restricted Shares. 
 (c) Escrow. Upon issuance,
the certificate(s) for Restricted Shares shall be deposited in escrow with the Company to be held in accordance with the provisions of this Agreement. Any additional or exchanged securities or other property described in Subsection (f) below
shall immediately be delivered to the Company to be held in escrow. All ordinary cash dividends on Restricted Shares (or on other securities held in escrow) shall be paid directly to the Optionee and shall not be held in escrow. Restricted Shares,
together with any other assets held in escrow under this Agreement, shall be (i) surrendered to the Company for repurchase upon exercise of the Right of Repurchase or the Right of First Refusal or (ii) released to the Optionee upon his or
her request to the extent that the Shares have ceased to be Restricted Shares (but not more frequently than once every six months). In any event, all Shares that have ceased to be Restricted Shares, together with any other vested assets held in
escrow under this Agreement, shall be released within 90 days after the earlier of (i) the termination of the Optionee’s Service or (ii) the lapse of the Right of First Refusal. 

(d) Exercise of Repurchase Right. The Company shall be deemed to have exercised its Right of Repurchase automatically for all
Restricted Shares as of the commencement of the Repurchase Period, unless the Company during the Repurchase Period notifies the holder of the Restricted Shares pursuant to Section 13(c) that it will not exercise its Right of Repurchase for some
or all of the Restricted Shares. During the Repurchase Period, the Company shall pay to the holder of the Restricted Shares the purchase price determined under Subsection (a) above for the Restricted Shares being repurchased. Payment shall be
made in cash or cash equivalents and/or by canceling indebtedness to the Company incurred by the Optionee in the purchase of the Restricted Shares. The certificate(s) representing the Restricted Shares being repurchased shall be delivered to the
Company. 
 (e) Termination of Rights as Stockholder. If the Right of Repurchase is exercised in accordance with this
Section 7 and the Company makes available the consideration for the Restricted Shares being repurchased, then the person from whom the Restricted Shares are repurchased shall no longer have any rights as a holder of the Restricted Shares (other
than the right to receive payment of such consideration). Such Restricted Shares shall be deemed to have been repurchased pursuant to this Section 7, whether or not the certificate(s) for such Restricted Shares have been delivered to the
Company or the consideration for such Restricted Shares has been accepted. 
 (f) Additional or Exchanged Securities and
Property. In the event of a merger or consolidation of the Company with or into another entity, any other corporate reorganization, a stock split, the declaration of a stock dividend, the declaration of an extraordinary dividend payable in a
form other than stock, a spin-off, an adjustment in 

  
 5 








 
conversion ratio, a recapitalization or a similar transaction affecting the Company’s outstanding securities, any securities or other property (including cash or cash equivalents) that are
by reason of such transaction exchanged for, or distributed with respect to, any Restricted Shares shall immediately be subject to the Right of Repurchase. Appropriate adjustments to reflect the exchange or distribution of such securities or
property shall be made to the number and/or class of the Restricted Shares. Appropriate adjustments shall also be made to the price per share to be paid upon the exercise of the Right of Repurchase, provided that the aggregate purchase price payable
for the Restricted Shares shall remain the same. In the event of a merger or consolidation of the Company with or into another entity or any other corporate reorganization, the Right of Repurchase may be exercised by the Company’s successor.

 (g) Transfer of Restricted Shares. The Optionee shall not transfer, assign, encumber or otherwise dispose of any
Restricted Shares without the Company’s written consent, except as provided in the following sentence. The Optionee may transfer Restricted Shares to one or more members of the Optionee’s Immediate Family or to a trust established by the
Optionee for the benefit of the Optionee and/or one or more members of the Optionee’s Immediate Family, provided in either case that the Transferee agrees in writing on a form prescribed by the Company to be bound by all provisions of this
Agreement. If the Optionee transfers any Restricted Shares, then this Agreement shall apply to the Transferee to the same extent as to the Optionee. 
 (h) Assignment of Repurchase Right. The Board of Directors may freely assign the Company’s Right of Repurchase, in whole or in part. Any person who accepts an assignment of the Right of
Repurchase from the Company shall assume all of the Company’s rights and obligations under this Section 7. 
 SECTION 8. RIGHT OF
FIRST REFUSAL. 
 (a) Right of First Refusal. In the event that the Optionee proposes to sell, pledge or otherwise
transfer to a third party any Shares acquired under this Agreement, or any interest in such Shares, the Company shall have the Right of First Refusal with respect to all (and not less than all) of such Shares. If the Optionee desires to transfer
Shares acquired under this Agreement, the Optionee shall give a written Transfer Notice to the Company describing fully the proposed transfer, including the number of Shares proposed to be transferred, the proposed transfer price, the name and
address of the proposed Transferee and proof satisfactory to the Company that the proposed sale or transfer will not violate any applicable federal, State or foreign securities laws. The Transfer Notice shall be signed both by the Optionee and by
the proposed Transferee and must constitute a binding commitment of both parties to the transfer of the Shares. The Company shall have the right to purchase all, and not less than all, of the Shares on the terms of the proposal described in the
Transfer Notice (subject, however, to any change in such terms permitted under Subsection (b) below) by delivery of a notice of exercise of the Right of First Refusal within 30 days after the date when the Transfer Notice was received by the
Company. 
 (b) Transfer of Shares. If the Company fails to exercise its Right of First Refusal within 30 days after the
date when it received the Transfer Notice, the Optionee may, not later than 90 days following receipt of the Transfer Notice by the Company, conclude a transfer 

  
 6 








 
of the Shares subject to the Transfer Notice on the terms and conditions described in the Transfer Notice, provided that any such sale is made in compliance with applicable federal, State and
foreign securities laws and not in violation of any other contractual restrictions to which the Optionee is bound. Any proposed transfer on terms and conditions different from those described in the Transfer Notice, as well as any subsequent
proposed transfer by the Optionee, shall again be subject to the Right of First Refusal and shall require compliance with the procedure described in Subsection (a) above. If the Company exercises its Right of First Refusal, the parties shall
consummate the sale of the Shares on the terms set forth in the Transfer Notice within 60 days after the date when the Company received the Transfer Notice (or within such longer period as may have been specified in the Transfer Notice); provided,
however, that in the event the Transfer Notice provided that payment for the Shares was to be made in a form other than cash or cash equivalents paid at the time of transfer, the Company shall have the option of paying for the Shares with cash or
cash equivalents equal to the present value of the consideration described in the Transfer Notice. 
 (c) Additional or
Exchanged Securities and Property. In the event of a merger or consolidation of the Company with or into another entity, any other corporate reorganization, a stock split, the declaration of a stock dividend, the declaration of an extraordinary
dividend payable in a form other than stock, a spin-off, an adjustment in conversion ratio, a recapitalization or a similar transaction affecting the Company’s outstanding securities, any securities or other property (including cash or cash
equivalents) that are by reason of such transaction exchanged for, or distributed with respect to, any Shares subject to this Section 8 shall immediately be subject to the Right of First Refusal. Appropriate adjustments to reflect the exchange
or distribution of such securities or property shall be made to the number and/or class of the Shares subject to this Section 8. 
 (d) Termination of Right of First Refusal. Any other provision of this Section 8 notwithstanding, in the event that the Stock is readily tradable on an established securities market when the
Optionee desires to transfer Shares, the Company shall have no Right of First Refusal, and the Optionee shall have no obligation to comply with the procedures prescribed by Subsections (a) and (b) above. 

(e) Permitted Transfers. This Section 8 shall not apply to (i) a transfer by beneficiary designation, will or intestate
succession or (ii) a transfer to one or more members of the Optionee’s Immediate Family or to a trust established by the Optionee for the benefit of the Optionee and/or one or more members of the Optionee’s Immediate Family, provided
in either case that the Transferee agrees in writing on a form prescribed by the Company to be bound by all provisions of this Agreement. If the Optionee transfers any Shares acquired under this Agreement, either under this Subsection (e) or
after the Company has failed to exercise the Right of First Refusal, then this Agreement shall apply to the Transferee to the same extent as to the Optionee and as a condition of such transfer, the Transferee must execute a stock transfer agreement
in the form prescribed by the Company. 
 (f) Termination of Rights as Stockholder. If the Company makes available, at
the time and place and in the amount and form provided in this Agreement, the consideration for the Shares to be purchased in accordance with this Section 8, then after such time the person from whom such Shares are to be purchased shall no
longer have any rights as a holder of such 

  
 7 








 
Shares (other than the right to receive payment of such consideration in accordance with this Agreement). Such Shares shall be deemed to have been purchased in accordance with the applicable
provisions hereof, whether or not the certificate(s) therefor have been delivered as required by this Agreement. 
 (g)
Assignment of Right of First Refusal. The Board of Directors may freely assign the Company’s Right of First Refusal, in whole or in part. Any person who accepts an assignment of the Right of First Refusal from the Company shall assume
all of the Company’s rights and obligations under this Section 8. 
 SECTION 9. LEGALITY OF INITIAL ISSUANCE. 

No Shares shall be issued upon the exercise of this option unless and until the Company has determined that: 

(a) It and the Optionee have taken any actions required to register the Shares under the Securities Act or to perfect an
exemption from the registration requirements thereof; 
 (b) Any applicable listing requirement of any stock
exchange or other securities market on which Stock is listed has been satisfied; and 
 (c) Any other
applicable provision of federal, State or foreign law has been satisfied. 
 SECTION 10. NO REGISTRATION RIGHTS. 

The Company may, but shall not be obligated to, register or qualify the sale of Shares under the Securities Act or any other applicable
law. The Company shall not be obligated to take any affirmative action in order to cause the sale of Shares under this Agreement to comply with any law. 
 SECTION 11. RESTRICTIONS ON TRANSFER OF SHARES. 
 (a) Securities Law
Restrictions. Regardless of whether the offering and sale of Shares under the Plan have been registered under the Securities Act or have been registered or qualified under the securities laws of any State, the Company at its discretion may
impose restrictions upon the sale, pledge or other transfer of such Shares (including the placement of appropriate legends on stock certificates or the imposition of stop-transfer instructions) if, in the judgment of the Company, such restrictions
are necessary or desirable in order to achieve compliance with the Securities Act, the securities laws of any State or any other law. 
 (b) Market Stand-Off. In connection with any underwritten public offering by the Company of its equity securities pursuant to an effective registration statement filed under the Securities Act,
including the Company’s initial public offering, the Optionee or a Transferee shall not directly or indirectly sell, make any short sale of, loan, hypothecate, pledge, offer, grant or sell any option or other contract for the purchase of,
purchase any option or other contract for the sale of, or otherwise dispose of or transfer, or agree to engage in any of the foregoing 

  
 8 








 
transactions with respect to, any Shares acquired under this Agreement without the prior written consent of the Company or its managing underwriter. Such restriction (the “Market
Stand-Off”) shall be in effect for such period of time following the date of the final prospectus for the offering as may be requested by the Company or such underwriter. In no event, however, shall such period exceed 180 days plus such
additional period as may reasonably be requested by the Company or such underwriter to accommodate regulatory restrictions on (i) the publication or other distribution of research reports or (ii) analyst recommendations and opinions,
including (without limitation) the restrictions set forth in Rule 2711(f)(4) of the National Association of Securities Dealers and Rule 472(f)(4) of the New York Stock Exchange, as amended, or any similar successor rules. The Market Stand-Off shall
in any event terminate two years after the date of the Company’s initial public offering. In the event of the declaration of a stock dividend, a spin-off, a stock split, an adjustment in conversion ratio, a recapitalization or a similar
transaction affecting the Company’s outstanding securities without receipt of consideration, any new, substituted or additional securities which are by reason of such transaction distributed with respect to any Shares subject to the Market
Stand-Off, or into which such Shares thereby become convertible, shall immediately be subject to the Market Stand-Off. In order to enforce the Market Stand-Off, the Company may impose stop-transfer instructions with respect to the Shares acquired
under this Agreement until the end of the applicable stand-off period. The Company’s underwriters shall be beneficiaries of the agreement set forth in this Subsection (b). This Subsection (b) shall not apply to Shares registered in the
public offering under the Securities Act. 
 (c) Investment Intent at Grant. The Optionee represents and agrees that the
Shares to be acquired upon exercising this option will be acquired for investment, and not with a view to the sale or distribution thereof. 
 (d) Investment Intent at Exercise. In the event that the sale of Shares under the Plan is not registered under the Securities Act but an exemption is available that requires an investment
representation or other representation, the Optionee shall represent and agree at the time of exercise that the Shares being acquired upon exercising this option are being acquired for investment, and not with a view to the sale or distribution
thereof, and shall make such other representations as are deemed necessary or appropriate by the Company and its counsel. 
 (e)
Legends. All certificates evidencing Shares purchased under this Agreement shall bear the following legend: 
 “THE
SHARES REPRESENTED HEREBY MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, ENCUMBERED OR IN ANY MANNER DISPOSED OF, EXCEPT IN COMPLIANCE WITH THE TERMS OF A WRITTEN AGREEMENT BETWEEN THE COMPANY AND THE REGISTERED HOLDER OF THE SHARES (OR THE PREDECESSOR IN
INTEREST TO THE SHARES). SUCH AGREEMENT GRANTS TO THE COMPANY CERTAIN RIGHTS OF FIRST REFUSAL UPON AN ATTEMPTED TRANSFER OF THE SHARES AND CERTAIN REPURCHASE RIGHTS UPON TERMINATION OF SERVICE WITH THE COMPANY. THE SECRETARY OF THE COMPANY WILL UPON
WRITTEN REQUEST FURNISH A COPY OF SUCH AGREEMENT TO THE HOLDER HEREOF WITHOUT CHARGE.” 

  
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 All certificates evidencing Shares purchased under this Agreement in an unregistered transaction shall bear
the following legend (and such other restrictive legends as are required or deemed advisable under the provisions of any applicable law): 
 “THE SHARES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF
UNDER SUCH ACT OR AN OPINION OF COUNSEL, SATISFACTORY TO THE COMPANY AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED.” 
 (f) Removal of Legends. If, in the opinion of the Company and its counsel, any legend placed on a stock certificate representing Shares sold under this Agreement is no longer required, the holder
of such certificate shall be entitled to exchange such certificate for a certificate representing the same number of Shares but without such legend. 
 (g) Administration. Any determination by the Company and its counsel in connection with any of the matters set forth in this Section 11 shall be conclusive and binding on the Optionee and all
other persons. 
 SECTION 12. ADJUSTMENT OF SHARES. 
 In the event of any transaction described in Section 8(a) of the Plan, the terms of this option (including, without limitation, the number and kind of Shares subject to this option and the Exercise
Price) shall be adjusted as set forth in Section 8(a) of the Plan. In the event that the Company is a party to a merger or consolidation, this option shall be subject to the agreement of merger or consolidation, as provided in Section 8(b)
of the Plan. 
 SECTION 13. MISCELLANEOUS PROVISIONS. 
 (a) Rights as a Stockholder. Neither the Optionee nor the Optionee’s representative shall have any rights as a stockholder with respect to any Shares subject to this option until the Optionee
or the Optionee’s representative becomes entitled to receive such Shares by filing a notice of exercise and paying the Purchase Price pursuant to Sections 4 and 5. 
 (b) No Retention Rights. Nothing in this option or in the Plan shall confer upon the Optionee any right to continue in Service for any period of specific duration or interfere with or otherwise
restrict in any way the rights of the Company (or any Parent or Subsidiary employing or retaining the Optionee) or of the Optionee, which rights are hereby expressly reserved by each, to terminate his or her Service at any time and for any reason,
with or without Cause. 
 (c) Notice. Any notice required by the terms of this Agreement shall be given in writing. It
shall be deemed effective upon (i) personal delivery, (ii) deposit with the United States Postal Service, by registered or certified mail, with postage and fees prepaid or (iii) deposit with Federal Express Corporation, with shipping
charges prepaid. Notice shall be addressed to the Company at its principal executive office and to the Optionee at the address that he or she most recently provided to the Company in accordance with this Subsection (c). 

  
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 (d) Entire Agreement. The Notice of Stock Option Grant, this Agreement and the Plan
constitute the entire contract between the parties hereto with regard to the subject matter hereof. They supersede any other agreements, representations or understandings (whether oral or written and whether express or implied) that relate to the
subject matter hereof. 
 (e) Choice of Law. This Agreement shall be governed by, and construed in accordance with, the
laws of the State of Delaware, as such laws are applied to contracts entered into and performed in such State. 
 SECTION 14.
ACKNOWLEDGEMENTS OF THE OPTIONEE. 
 (a) Tax Consequences. The Optionee agrees that the Company does not have a duty
to design or administer the Plan or its other compensation programs in a manner that minimizes the Optionee’s tax liabilities. The Optionee shall not make any claim against the Company or its Board of Directors, officers or employees related to
tax liabilities arising from this option or the Optionee’s other compensation. In particular, the Optionee acknowledges that this option is exempt from Section 409A of the Code only if the Exercise Price is at least equal to the Fair
Market Value per Share on the Date of Grant. Since Shares are not traded on an established securities market, the determination of their Fair Market Value is made by the Board of Directors or by an independent valuation firm retained by the Company.
The Optionee acknowledges that there is no guarantee in either case that the Internal Revenue Service will agree with the valuation, and the Optionee shall not make any claim against the Company or its Board of Directors, officers or employees in
the event that the Internal Revenue Service asserts that the valuation was too low. 
 (b) Electronic Delivery of
Documents. The Optionee agrees that the Company may deliver by email all documents relating to the Plan or this option (including, without limitation, a copy of the Plan) and all other documents that the Company is required to deliver to its
security holders (including, without limitation, disclosures that may be required by the Securities and Exchange Commission). The Optionee also agrees that the Company may deliver these documents by posting them on a website maintained by the
Company or by a third party under contract with the Company. If the Company posts these documents on a website, it shall notify the Optionee by email. 
 SECTION 15. DEFINITIONS. 
 (a) “Agreement” shall mean this
Stock Option Agreement. 
 (b) “Board of Directors” shall mean the Board of Directors of the Company, as
constituted from time to time or, if a Committee has been appointed, such Committee. 
 (c) “Cause” shall mean
(a) the Optionee’s unauthorized use or disclosure of the Company’s confidential information or trade secrets, which use or disclosure causes material harm to the Company, (b) the Optionee’s material breach of any agreement
between the Optionee and the Company, (c) the Optionee’s material failure to comply with the Company’s written policies or rules, (d) the Optionee’s conviction of, or plea of “guilty” or “no contest” to,
a felony under the laws of the United States or any State, (e) the Optionee’s gross negligence or willful misconduct, (f) the Optionee’s continuing failure to perform assigned duties after 

  
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receiving written notification of the failure from the Company or (g) the Optionee’s failure to cooperate in good faith with a governmental or internal investigation of the Company or
its directors, officers or employees, if the Company has requested the Optionee’s cooperation. 
 (d) “Change in
Control” shall mean (a) the consummation of a merger or consolidation of the Company with or into another entity or (b) the dissolution, liquidation or winding up of the Company. The foregoing notwithstanding, a merger or
consolidation of the Company does not constitute a “Change in Control” if immediately after the merger or consolidation a majority of the voting power of the capital stock of the continuing or surviving entity, or any direct or indirect
parent corporation of the continuing or surviving entity, will be owned by the persons who were the Company’s stockholders immediately prior to such merger or consolidation in substantially the same proportions as their ownership of the voting
power of the Company’s capital stock immediately prior to the merger or consolidation. 
 (e) “Code” shall
mean the Internal Revenue Code of 1986, as amended. 
 (f) “Committee” shall mean a committee of the Board of
Directors, as described in Section 2 of the Plan. 
 (g) “Company” shall mean Visto Corporation dba Good
Technology, a Delaware corporation. 
 (h) “Consultant” shall mean a person who performs bona fide services for
the Company, a Parent or a Subsidiary as a consultant or advisor, excluding Employees and Outside Directors. 
 (i)
“Date of Grant” shall mean the date of grant specified in the Notice of Stock Option Grant, which date shall be the later of (i) the date on which the Board of Directors resolved to grant this option or (ii) the first day
of the Optionee’s Service. 
 (j) “Disability” shall mean that the Optionee is unable to engage in any
substantial gainful activity by reason of any medically determinable physical or mental impairment. 
 (k)
“Employee” shall mean any individual who is a common-law employee of the Company, a Parent or a Subsidiary. 

(l) “Exercise Price” shall mean the amount for which one Share may be purchased upon exercise of this option, as
specified in the Notice of Stock Option Grant. 
 (m) “Fair Market Value” shall mean the fair market value of a
Share, as determined by the Board of Directors in good faith. Such determination shall be conclusive and binding on all persons. 
 (n) “Immediate Family” shall mean any child, stepchild, grandchild, parent, stepparent, grandparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law,
brother-in-law or sister-in-law and shall include adoptive relationships. 

  
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 (o) “Involuntary Termination” shall mean either (a) involuntary
discharge by the Company for reasons other than Cause or (b) voluntary resignation following (i) a change in the Optionee’s position with the Company that materially reduces the Optionee’s level of authority or responsibility,
(ii) a reduction in the Optionee’s base salary by more than 10% or (iii) receipt of notice that the Optionee’s principal workplace will be relocated more than 35 miles. 

(p) “ISO” shall mean an employee incentive stock option described in Section 422(b) of the Code. 

(q) “Notice of Stock Option Grant” shall mean the document so entitled to which this Agreement is attached. 

(r) “NSO” shall mean a stock option not described in Sections 422(b) or 423(b) of the Code. 

(s) “Optionee” shall mean the person named in the Notice of Stock Option Grant. 

(t) “Outside Director” shall mean a member of the Board of Directors who is not an Employee. 

(u) “Parent” shall mean any corporation (other than the Company) in an unbroken chain of corporations ending with the
Company, if each of the corporations other than the Company owns stock possessing 50% or more of the total combined voting power of all classes of stock in one of the other corporations in such chain. 

(v) “Plan” shall mean the Visto Corporation dba Good Technology 2006 Stock Plan, as in effect on the Date of Grant.

 (w) “Purchase Price” shall mean the Exercise Price multiplied by the number of Shares with respect to which
this option is being exercised. 
 (x) “Repurchase Period” shall mean a period of 90 consecutive days
commencing on the date when the Optionee’s Service terminates for any reason, including (without limitation) death or disability. 
 (y) “Restricted Share” shall mean a Share that is subject to the Right of Repurchase. 
 (z) “Right of First Refusal” shall mean the Company’s right of first refusal described in Section 8. 
 (aa) “Right of Repurchase” shall mean the Company’s right of repurchase described in Section 7. 
 (bb) “Securities Act” shall mean the Securities Act of 1933, as amended. 

  
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 (cc) “Service” shall mean service as an Employee, Outside Director or
Consultant. 
 (dd) “Share” shall mean one share of Stock, as adjusted in accordance with Section 8 of the
Plan (if applicable). 
 (ee) “Stock” shall mean the Common Stock of the Company. 

(ff) “Subsidiary” shall mean any corporation (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 50% or more of the total combined voting power of all classes of stock in one of the other corporations in such chain.

 (gg) “Transferee” shall mean any person to whom the Optionee has directly or indirectly transferred any
Share acquired under this Agreement. 
 (hh) “Transfer Notice” shall mean the notice of a proposed transfer of
Shares described in Section 8. 

  
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