X0306 4 2020-09-26 0 0000893949 MEDNAX, INC. MD 0001549694 Andreano Dominic J 1301 CONCORD TERRACE SUNRISE FL 33323 0 1 0 0 EVP, General Counsel and Secy Common Stock 2020-09-26 4 A 0 21686 0.00 A 75394 D Employee Stock Option (right to buy) 16.14 2020-09-26 4 A 0 96000 0.00 A 2021-09-26 2023-12-26 Common Stock 96000 96000 D Restricted shares of the Issuer's common stock ("Common Stock") granted pursuant to Issuer's Amended and Restated 2008 Incentive Compensation Plan (the "Plan"). Such shares vest as follows: (i) 10,843 shares vest on the second anniversary of the grant date and (ii) 10,843 shares vest on the third anniversary of the grant date, subject to the terms of the Plan. Option to purchase shares of Common Stock awarded under the Plan that vests as follows: (A) 30,500 shares are exercisable if and when the Issuer's Common Stock price closes at $22 per share (or above) for any 40 consecutive trading days before the third anniversary of the grant date ("Performance End Date"); (B) 31,500 shares are exercisable if and when the Issuer's Common Stock closes at $25 per share (or above) for any 40 consecutive trading days before the Performance End Date; and (C) 34,000 shares are exercisable if and when the Issuer's Common Stock price closes at $29 (or above) for any 40 consecutive trading days before the Performance End Date, provided that no option shares will vest prior to the one-year anniversary of the grant date. /s/ Dominic J. Andreano 2020-09-29