2/24/2018 S-1 Table of Contents Executive Employment Arrangements Andrew W. Houston Prior to the completion of this offering, we intend to enter into an employment letter with Andrew W. Houston, our Chief Executive Officer and one of our co­founders. The employment letter is not expected to have a specific term and will provide that Mr. Houston is an at­will employee. Mr. Houston’s current annual base salary is $400,000, and he is eligible for an annual target cash incentive payment equal to 65% of his annual base salary. Arash Ferdowsi Prior to the completion of this offering, we intend to enter into an employment letter with Arash Ferdowsi, one of our co­founders. The employment letter is not expected to have a specific term and will provide that Mr. Ferdowsi is an at­will employee. Mr. Ferdowsi’s current annual base salary is $400,000, and he is eligible for an annual target cash incentive payment equal to 65% of his annual base salary. Quentin J. Clark Prior to the completion of this offering, we intend to enter into an employment letter with Quentin J. Clark, our Senior Vice President of Engineering, Product, and Design. The employment letter is not expected to have a specific term and will provide that Mr. Clark is an at­will employee. Mr. Clark’s current annual base salary is $400,000, and he is eligible for an annual target cash incentive payment equal to 65% of his annual base salary. Potential Payments upon Termination or Change in Control We expect to enter into a change in control and severance agreement with each of our named executive officers that provides for the severance and change in control benefits described below. Each change in control and severance agreement will supersede any existing agreement or arrangement the named executive officers may have with us that provides for severance and/or change in control payments or benefits, except that the change in control and severance agreements with Messrs. Houston and Ferdowsi will not have any effect on the Co­Founder Grants. If the named executive officer’s employment is terminated by us other than for “cause,” death, or “disability” or he resigns for “good reason” (as such terms are defined in his change in control and severance agreement), in either case, outside the Change in Control Period (as defined below), he will be eligible to receive the following payments and benefits: • a lump­sum payment equal to 50% of annual base salary as of immediately before his termination (or if the termination is due to a resignation for good reason based on a material reduction in base salary, then as of immediately before such reduction); and • if he elects to continue health insurance coverage for him and his eligible dependents under COBRA, our payment of the monthly premium for such COBRA continuation coverage for up to 6 months (or monthly taxable payments to him in lieu of our payment of such premiums). If, within the three­month period before or after the 12­month period following a change in control (such period, the Change in Control Period), the named executive officer’s employment is terminated by us other than for cause, death, or disability or he resigns for “good reason” (as defined in his change in control and severance agreement), he will be entitled to the following benefits: • a lump­sum payment equal to 100% of his annual base salary as of immediately before his termination (or if the termination is due to a resignation for good reason based on a material reduction in base salary, then as of immediately before such reduction) or, if such amount is greater, as of immediately before the change in control; 138 https://www.sec.gov/Archives/edgar/data/1467623/000119312518055809/d451946ds1.htm 146/235