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S-1
VITAE PHARMACEUTICALS, INC filed this Form S-1 on 08/12/2014
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of grant and may or may not be intended to qualify as "incentive stock options" for U.S. federal income tax purposes. In the past, our board of directors has determined the fair market value of our common stock based upon inputs including valuation reports prepared by third-party valuation firms. Generally, our equity awards vest over four years, subject to the employee's continued employment with us on each vesting date. Awards to newly hired employees generally vest with respect to 25% of the total number of option shares on the first anniversary of the grant date and in equal monthly installments over the following 36 months.

        Although we have typically offered stock options as the equity incentive component of employee compensation, in November 2013, we granted Mr. Hatfield an RSU award for up to 9,000,000 shares of our common stock. Such RSUs will vest on the earliest to occur of this offering or our change in control, provided Mr. Hatfield remains in continuous service through such event or is terminated other than for cause by us within three months prior to such event.

        As described under "Outstanding Equity Awards as of December 31, 2013" below, certain equity awards granted to our named executive officers are subject to accelerated vesting in the event such officer is subject to an involuntary termination or if we experience a change in control.

Outstanding Equity Awards as of December 31, 2013

        The following table sets forth information regarding each unexercised option and each restricted stock unit award held by each of our named executive officers as of December 31, 2013. The number of shares subject to each award and, where applicable, the exercise price per share, reflect all changes as a result of our capitalization adjustments.

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