EX-99.4 4 fs8072618ex99-4_cohbarinc.htm SECOND AMENDMENT TO AMENDED AND RESTATED 2011 EQUITY INCENTIVE PLAN.

Exhibit 99.4

SECOND AMENDMENT TO

AMENDED AND RESTATED 2011 EQUITY INCENTIVE PLAN

 

1.Section 3(a) of the Plan is deleted in its entirety and replaced by the following new provision:

 

Share Reserve. Subject to Section 9(a) relating to Capitalization Adjustments, the aggregate number of shares of Common Stock that may be issued pursuant to Stock Awards from and after the Effective Date shall not exceed Ten Million (10,000,000) (the “Share Reserve”). Further, if a Stock Award or any portion thereof (i) expires or otherwise terminates without all of the shares covered by such Stock Award having been issued or (ii) is settled in cash (i.e., the Participant receives cash rather than stock), such expiration, termination or settlement shall not reduce (or otherwise offset) the number of shares of Common Stock that may be available for issuance under the Plan. For clarity, the limitation in this Section 3(a) is a limitation in the number of shares of Common Stock that may be issued pursuant to the Plan. Accordingly, this Section 3(a) does not limit the granting of Stock Awards except as provided in Section 7(a). 

 

  Effective:  June 19, 2018
   
  Attest:  /s/ Jeffrey Biunno
    Jeffrey Biunno
Secretary