EX-99.2 3 a07-15825_1ex99d2.htm EX-99.2

Exhibit 99.2

GSI TECHNOLOGY, INC.

NOTICE OF GRANT OF STOCK OPTION

(For Non-U.S. Participant)

The Participant has been granted an option (the Option) to purchase certain shares of Stock of GSI Technology, Inc. pursuant to the GSI Technology, Inc. 2007 Equity Incentive Plan (the Plan), as follows:

Participant:

 

Employee ID:

 

 

 

 

 

Date of Grant:

May 29, 2007

 

 

 

 

Number of Option Shares:

 

 

 

 

 

Exercise Price Per Share:

$4.20

 

 

 

 

Vesting Commencement Date:

 

 

 

 

 

Option Expiration Date:

The tenth anniversary of the Date of Grant.

 

 

 

 

Vested Shares:

Except as provided in the Stock Option Agreement and provided the Participant’s Service has not terminated prior to the applicable date, the number of Vested Shares (disregarding any resulting fractional share) as of any date is determined by multiplying the Number of Option Shares by the “Vested Ratio” determined as of such date as follows:

 

 

 

 

 

 

Vested Ratio

 

Prior to first anniversary of Vesting Commencement Date

0

 

 

 

 

On first anniversary of Vesting Commencement Date (the “Initial Vesting Date”)

1/4

 

 

 

 

Plus

 

 

 

 

 

On each subsequent anniversary of Initial Vesting Date until the Vested Ratio equals 1/1, an additional

1/4

 

 

 

Local Law:

The laws, rules and regulations of the Republic of China, of which the Participant is a resident.

 

 

By their signatures below or by electronic acceptance or authentication in a form authorized by the Company, the Company and the Participant agree that the Option is governed by this Grant Notice and by the provisions of the Plan and the Stock Option Agreement, both of which are made a part of this document.  The Participant acknowledges that copies of the Plan, the Stock Option Agreement and the prospectus for the Plan are available on the Company’s internal web site and may be viewed and printed by the Participant for attachment to the Participant’s copy of this Grant Notice.  The Participant represents that the Participant has read and is familiar with the provisions of the Plan and the Stock Option Agreement, and hereby accepts the Option subject to all of their terms and conditions.

GSI TECHNOLOGY, INC.

PARTICIPANT

 

 

 

 

 

 

 

By:

 

 

 

 

 

Signature

 

Its:

 

 

 

 

 

Date

 

Address:

2360 Owen Street

 

 

 

Santa Clara, California 95054

Address

 

 

 

 

 

ATTACHMENTS:

2007 Equity Incentive Plan, as amended to the Date of Grant; Stock Option Agreement, Exercise Notice and Plan Prospectus