Document

DEF 14A 1 def14aannualmeeting682023.htm DEF 14A Document

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A

(Rule 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a)

of the Securities Exchange Act of 1934

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Filed by a Party other than the Registrant

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ý			Definitive Proxy Statement
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			Soliciting Material Under § 240.14a-12

Ekso Bionics Holdings, Inc.

(Name of Registrant as Specified In Its Charter)



(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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			Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

EKSO BIONICS HOLDINGS, INC.

101 Glacier Point, Suite A

San Rafael, California 94901

NOTICE OF 2023 ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD ON JUNE 8, 2023

NOTICE IS HEREBY GIVEN that the 2023 Annual Meeting of Stockholders (the “Meeting”) of Ekso Bionics Holdings, Inc., a Nevada corporation (the “Company”), will be held virtually via webcast on June 8, 2023 at 9:00 a.m., PDT, for the purpose of considering and voting upon the following matters:


			1.			To elect five persons to our Board of Directors, to serve until the annual meeting of stockholders to be held in 2024 and until their respective successors are elected and qualified, or until their earlier death, resignation or removal;
			2.			To amend the Company's Amended and Restated 2014 Equity Incentive Plan to increase the total number of shares of common stock authorized for issuance pursuant to awards granted thereunder from 2,524,286 shares to 3,724,286 shares;
			3.			To approve, in an advisory (non-binding) vote, the compensation of our named executive officers as disclosed in the Proxy Statement;
			4.			To ratify the appointment of WithumSmith+Brown PC as the Company’s independent auditors for the year ending December 31, 2023; and
			5.			To transact such other business as may properly come before the Meeting or any adjournment or postponement thereof.

To enable easier access by our stockholders, the Meeting will be a completely virtual meeting conducted via webcast. You will be able to participate in the Meeting online, vote your shares electronically and submit questions during the meeting by visiting www.virtualshareholdermeeting.com/EKSO2023. To participate in the Meeting, you must have your 16-digit control number that is shown on your proxy card or voting instruction form, as applicable. If you access the Meeting but do not enter your control number, you will be able to listen to the proceedings, but you will not be able to vote or otherwise participate. You should log on to the meeting site at least fifteen minutes prior to the start of the Meeting to provide time to register and download the required software, if needed.

The Board of Directors of the Company has fixed the close of business on April 14, 2023 as the record date for the determination of stockholders entitled to notice of and to vote at the Meeting or any adjournment or postponement thereof.

We have elected to provide our proxy materials over the Internet under the Securities and Exchange Commission’s “notice and access” rules, which allows us to conserve natural resources and reduce our printing and mailing costs related to the Meeting. On or about April 28, 2023, we will mail to our stockholders of record as of April 14, 2023 a notice containing instructions on how to access our proxy statement and annual report on the Internet and also how to vote their shares. If you received a notice by mail you will not receive a printed copy of the proxy materials unless you specifically request them. Both the notice and this Proxy Statement contain instructions on how you can request a paper copy of the proxy statement and our annual report, both of which are also available at www.proxyvote.com.

Your vote is important. Whether or not you plan to attend the meeting we hope you will vote as soon as possible. Please refer to the section entitled “Important Information About the Meeting - How Do I Vote?” on page 3 of the proxy statement for a description of how to vote in advance of the meeting.


			By Order of the Board of Directors,
			/s/ Scott G. Davis
			Scott G. Davis
			Chief Executive Officer and Director
			San Rafael, CA
			April 28, 2023

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE MEETING OF STOCKHOLDERS TO BE HELD ON JUNE 8, 2023: THE NOTICE OF MEETING AND PROXY STATEMENT AND OUR ANNUAL REPORT ON FORM 10-K, ARE AVAILABLE AT WWW.PROXYVOTE.COM.

TABLE OF CONTENTS


	Page
IMPORTANT INFORMATION ABOUT THE ANNUAL MEETING AND VOTING		1
EXPENSES OF SOLICITATION		5
STOCKHOLDER PROPOSALS		5
PARTICIPANTS IN THE SOLICITATION		6
ANNUAL REPORT ON FORM 10-K		6
HOUSEHOLDING OF ANNUAL MEETING MATERIALS		7
CORPORATE GOVERNANCE		7
CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS		16
EXECUTIVE COMPENSATION		17
DIRECTOR COMPENSATION		25
AUDIT-RELATED MATTERS		26
MATTERS TO BE VOTED ON		29
OWNERSHIP OF OUR COMMON STOCK		39
OTHER MATTERS		40
APPENDIX A - AMENDED AND RESTATED 2014 EQUITY INCENTIVE PLAN		A-1


			•			Over the Internet Before the Meeting. Go to the website of our tabulator, Broadridge, at www.proxyvote.com. Have your Notice of Internet Availability of Proxy Materials in hand (or, if you requested and received a paper or email copy of the proxy materials, have your Proxy Card in hand) when you access the website and follow the instructions to vote your shares. You must submit your internet proxy before 11:59 p.m., Eastern Time, on June 7, 2023, the day before the Meeting, for your proxy to be valid and your vote to count.
			•			By Telephone. You may vote by telephone if you request a copy of a form of Proxy Card to be mailed to you. In that case, call the phone number on the Proxy Card. Have your Notice of Internet Availability of Proxy Materials in hand (or, if you requested and received a paper or email copy of the proxy materials, have your Proxy Card in hand) when you call. You must submit your telephonic proxy before 11:59 p.m., Eastern Time, on June 7, 2023, the day before the Meeting, for your proxy to be valid and your vote to count.
			•			By Mail. You may vote by mail if you request a copy of a form of Proxy Card to be mailed to you. In that case, you must complete and sign your proxy card and mail it to Broadridge in the postage prepaid envelope that will be provided to you to Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NY 11717. Broadridge must receive the proxy card not later than June 7, 2023, the day before the Meeting, for your proxy to be valid and your vote to count.
			•			Electronically During the Meeting. You can vote electronically during the Meeting at www.virtualshareholdermeeting.com/EKSO2023.


			•			You may cast a new vote by telephone or over the internet.
			•			You may submit another properly completed proxy with a later date.
			•			You may remove a previously submitted vote online at www.proxyvote.com.
			•			You may attend the Meeting virtually via webcast and vote electronically (although simply attending the Meeting will not, by itself, revoke your proxy).


			•			FOR the election of each of the nominees for director (Proposal One);
			•			FOR the amendment to the Amended and Restated 2014 Equity Incentive Plan (Proposal Two);
			•			FOR the approval of the compensation of our named executive officers (Proposal Three); and
			•			FOR the ratification of WithumSmith+Brown PC as our independent auditors for the year ending December 31, 2023 (Proposal Four).


Name	Age	Position
Directors
Scott G. Davis	53	Chief Executive Officer and Director
Mary Ann Cloyd	68	Director
Corinna Lathan, Ph.D.	55	Director
Charles Li, Ph.D.	38	Director
Rhonda A. Wallen	56	Director
Executive Officers (who are not also directors)
Jason C. Jones	51	Chief Operating Officer
Jerome Wong	49	Chief Financial Officer and Corporate Secretary
Non-Continuing Directors
Steven Sherman	77	Executive Chair and Director


			•			appointing, evaluating, retaining, approving the compensation of, and assessing the independence of our independent auditor;
			•			overseeing the work of our independent auditor, including through the receipt and consideration of certain reports from the independent auditor;
			•			reviewing and discussing with management and the independent auditors our annual and quarterly financial statements and related disclosures;
			•			monitoring our internal control over financial reporting, disclosure controls and procedures and the code of business conduct;
			•			discussing our risk management policies;
			•			establishing procedures for the receipt and retention of accounting related complaints and concerns;
			•			developing and reviewing policies and procedures for reviewing and approving or ratifying related person transactions;
			•			meeting independently with our internal audit staff, if any, independent auditors and management; and
			•			preparing the Audit Committee Report required by Securities and Exchange Commission rules (which is included on page 26 of this Proxy Statement).


			•			reviewing and approving (or, when the Compensation Committee deems it appropriate, recommending for approval by our Board of Directors) the compensation of our executive officers, including the Chief Executive Officer and our other executive officers;
			•			overseeing the evaluation of our senior executives;
			•			reviewing and making recommendations to our Board of Directors with respect to incentive-compensation and equity-based plans that are subject to Board approval;
			•			approving tax-qualified, non-discriminatory employee benefit plans (and parallel nonqualified plans) for which stockholder approval is not sought and pursuant to which options or stock may be acquired by our officers, directors, employees or consultants;
			•			reviewing and making recommendations to our Board of Directors with respect to director compensation; and
			•			overseeing and administering our equity incentive plans.


			•			identifying individuals qualified to become Board members;
			•			recommending to our Board of Directors the persons to be nominated for election as directors and to each of the committees of our Board of Directors;
			•			monitoring issues and developments related to matters of corporate governance; and
			•			recommending to our Board of Directors, where appropriate, changes in corporate governance principles and practices.


Board Diversity Matrix (As of April 14, 2023)
Total Number of Directors	6
	Female	Male	Non-Binary	Gender Undisclosed
Part I: Gender Identity
Directors	3	3	-	-
Part II: Demographic Background
African American or Black	1	-	-	-
Alaskan Native or Native American	-	-	-	-
Asian	-	1	-	-
Hispanic or Latinx	-	-	-	-
Native Hawaiian or Pacific Islander	-	-	-	-
White	2	2	-	-
Two or More Races or Ethnicities	-	-	-	-
LGBTQ+	-
Did Not Disclose Demographic Background	-


Name and Principal Position		Year	Salary ($)	Bonus ($)	Stock Awards ($)(1)	Option Awards ($)(1)	Non-Equity Incentive Plan Compensation ($)	All Other Compensation ($)(2)	Total ($)
Scott G. Davis(3)		2022	370,151	165,653	534,000	—	—	—	1,069,804
Chief Executive Officer; Former President and Chief Operating Officer
Jason C. Jones(4)		2022	257,500	107,103	156,249	—	—	13,500	534,352
Chief Operating Officer
Jack Peurach(5)		2022	57,887	187,250	—	—	—	—	245,137
Former President and Chief Executive Officer		2021	300,000	135,000	1,012,488	—	—	13,000	1,460,488
Steven Sherman(6)		2022	481,858	296,068	—	—	—	—	777,926
Former Chief Executive Officer and Executive Chair
Jerome Wong(7)		2022	251,644	94,918	149,999	—	—	10,250	506,811
Chief Financial Officer and Corporate Secretary
(1)	The amounts in the “Stock Awards” and “Option Awards” columns reflect the aggregate grant date fair value of stock or stock options, as applicable, granted during the year computed in accordance with the provisions of FASB ASC Topic 718. The assumptions that we used to calculate these amounts are discussed in Note 13 and Note 14 to our financial statements included in our Annual Report on Form 10-K for the years ended December 31, 2021 and 2022, respectively.
(2)	This amount represents employer matching contribution made under our 401(k) retirement plan, paid in the form of shares of our Common Stock.
(3)	Mr. Davis was not a named executive officer in 2021.
(4)	Mr. Jones was not a named executive officer in 2021.
(5)	Mr. Peurach resigned from all positions with us effective January 21, 2022.
(6)	Mr. Sherman resigned from his position as Chief Executive Officer effective December 4, 2022.
(7)	Mr. Wong was not a named executive officer in 2021.


		OPTION AWARDS						STOCK AWARDS
		Number of Securities Underlying Unexercised Options (#) Exercisable	Number of Securities Underlying Unexercised Options (#) Unexercisable		Number of Securities Underlying Unexercised Unearned Options (#)	Option Exercise Price ($)	Option Expiration Date	Equity Incentive Plan: Number of Shares or Units of Stock That Have Not Yet Vested (#)		Equity Incentive Plan: Market Value of Shares or Units of Stock That Have Not Yet Vested ($)
Scott G. Davis		-	-		-	-		48,934	(1)	291,647
Scott G. Davis		-	-		-	-		300,000	(2)	534,000
Jason C. Jones		13,334	-		-	30.75	11/1/2028	-		—
Jason C. Jones		12,667	2,903	(3)	-	9.15	11/6/2029	-		—
Jason C. Jones		-	-		-	-	-	2,167	(4)	5,981
Jason C. Jones		-	-		-	-	-	16,360	(5)	112,066
Jason C. Jones		-	-		-	-	-	33,333	(6)	90,332
Jason C. Jones		-	-		-	-	-	17,007	(7)	20,749
Steven Sherman		2,858	-		-	105.00	1/15/2024	-		—
Steven Sherman		619	-		-	85.50	5/24/2026	-		—
Steven Sherman		1,667	-		-	34.05	7/5/2027	-		—
Steven Sherman		2,734	-		-	26.85	8/3/2028	-		—
Steven Sherman		26,667	-		-	30.75	11/1/2028	-		—
Steven Sherman		16,667	-		-	5.70	2/26/2030	-		—
Steven Sherman		-	-		-	-	-	242,679	(8)	296,068
Jerome Wong		2,334	-		-	17.85	8/28/2027	-		—
Jerome Wong		3,000	-		-	26.39	7/13/2028	-		—
Jerome Wong		-	-		-	-	-	2,000	(9)	18,300
Jerome Wong		-	-		-	-	-	10,000	(10)	48,600
Jerome Wong		-	-		-	-	-	83,333	(11)	149,999
(1)	Restricted stock award vesting April 8, 2022 as to 33.33% of the total number of stock awarded annually.
(2)	Restricted stock award vesting January 1, 2023 as to 33.33% of the total number of stock awarded annually.
(3)	Option became exercisable as to 1/48th of the total number of shares on November 15, 2019, and will continue to in equal monthly installments on the same day of each month thereafter.
(4)	Restricted stock award vesting November 15, 2020 vesting as to 25% of the total number of stock awarded, and thereafter as to 1/4th of the remaining award in equal in installments annually on the same date of each following year.
(5)	Restricted stock award vesting March 3, 2022 as to 33.33% of the total number of stock awarded annually.
(6)	Restricted stock award vesting August 30, 2022 as to 33.33% of the total number of stock awarded annually.
(7)	Restricted stock award vesting December 4, 2023 as to 33.33% of the total number of stock awarded annually.
(8)	Restricted stock award vesting December 4, 2023 fully vested as of January 31, 2023.
(9)	Restricted stock award vesting November 15, 2020 vesting as to 25% of the total number of stock awarded, and thereafter as to 1/4th of the remaining award in equal in installments annually on the same date of each following year.
(10)	Restricted stock award vesting August 1, 2022 vesting as to 33.33% of the total number of stock awarded annually.
(11)	Restricted stock award vesting June 17, 2023 vesting as to 33.33% of the total number of stock awarded annually.


PEO	Jack Peurach		Jack Peurach		Steven Sherman		Scott G. Davis


Fiscal Year	2021		2022
SCT Total	$	1,460,488	$	245,137	$	777,926	$	1,069,804
Minus Grant Date Fair Value of Options Awards and Stock Awards Granted in Fiscal Year	(1,012,488)		—		(777,926)		(534,000)
Plus Fair Value at Fiscal Year-End of Outstanding and Unvested Option Awards and Stock Awards Granted in Fiscal Year	319,921		—		288,788		53,200
Plus Change in Fair Value of Outstanding and Unvested Options Awards and Stock Awards Granted in Prior Fiscal Years	(61,478)		(25,792)		—		(138,047)
Plus Fair Value at Vesting of Option Awards and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year	—		—		352,042		—
Plus Changes in Fair Values as of Vesting Date of Option Awards and Stock Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year	33,923		69,353		32,146		69,740
Minus Fair Value as of Prior Fiscal Year-End of Option Awards and Stock Awards Granted in Prior Fiscal Years That Failed to Meet Applicable Vesting Conditions During Fiscal Year	—		(293,223)		—		—
Compensation Actually Paid	$	740,366	$	(4,525)	$	672,976	$	520,697


NEOs


Fiscal Year	2021		2022
SCT Total	$	711,200	$	520,582
Minus Grant Date Fair Value of Options Awards and Stock Awards Granted in Fiscal Year	(210,827)		(153,120)
Plus Fair Value at Fiscal Year-End of Outstanding and Unvested Option Awards and Stock Awards Granted in Fiscal Year	61,899		69,416
Plus Change in Fair Value of Outstanding and Unvested Options Awards and Stock Awards Granted in Prior Fiscal Years	(25,164)		(45,564)
Plus Fair Value at Vesting of Option Awards and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year	—		19,917
Plus Changes in Fair Values as of Vesting Date of Option Awards and Stock Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year	18,020		18,401
Minus Fair Value as of Prior Fiscal Year-End of Option Awards and Stock Awards Granted in Prior Fiscal Years That Failed to Meet Applicable Vesting Conditions During Fiscal Year	—		—
Compensation Actually Paid	$	555,128	$	429,632


Name	Fees Earned or Paid in Cash ($)	RSU Awards ($)(1)	Option Awards ($)(1)	Total ($)
Mary Ann Cloyd	57,500	99,304	—	156,804
Corinna Lathan, Ph. D.	46,868	99,304	—	146,172
Charles Li, Ph. D.	54,368	99,304	—	153,672
Steven Sherman(2)	5,618	—	—	5,618
Stanley Stern(3)	43,081	99,304	—	142,385
Rhonda A. Wallen	50,758	99,304	—	150,062


	Member ($)	Chair ($)(1)
Board of Directors	35,000	70,000
Audit Committee	7,500	15,000
Compensation Committee	5,000	10,000
Nominating and Governance Committee	5,000	10,000
Strategy Committee(2)	15,000	30,000


									Value of Initial Fixed $100 Investment Based On:
Fiscal Year (a)	Summary Compensation Table for PEO (b)			Compensation Actually Paid to PEO (c)		Average Summary Compensation Table Totals for non-PEO NEOs (d)	Average Compensation Actually Paid to non-PEO NEOs (e)		Total Shareholder Return (f)		Net Loss (g)
2022	$	245,137	(1)	$	(4,525)	$520,582	$	429,632	$	19.41	$	(15,080,000)
	$	777,926	(2)	$	672,976
	$	1,069,804	(3)	$	520,697
2021	$	1,460,488	(4)	$	740,366	$711,200	$	555,128	$	43.23	$	(9,764,000)
(1) The first PEO for 2022 was Jack Peurach who served from until January 21, 2022.
(2) The second PEO for 2022 was Steven Sherman who served from January 21, 2022 until December 4, 2022.
(3) The third PEO for 2022 was Scott Davis who had been our President and Chief Operating officer until he became our Chief Executive Officer on December 4, 2022. These amounts reflect Mr. Davis's total 2022 compensation, including the portion of the year prior to him becoming our Chief Executive Officer.
(4) The PEO for 2021 was Jack Peurach.
(5) The Non-PEO NEOs for whom the average compensation is presented in this table for 2022 are Jason Jones and Jerome Wong and for 2021 are John Glenn and William Shaw.
(6) The amounts shown as Compensation Actually Paid have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually realized or received by the Company’s NEOs. These amounts reflect total compensation as set forth in the Summary Compensation Table for each year, adjusted as described in footnote 3 below.
(7) Compensation Actually Paid reflects the exclusions and inclusions of certain amounts for the PEO and the Non-PEO NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718.


(1)						Awards outstanding at December 31, 2022, for each of the listed directors are as follows: Name Options (#) RSUs(#) Mary Ann Cloyd - 51,721 Corinna Lathan, Ph.D - 51,721 Charles Li, Ph. D 14,334 51,721 Stanley Stern 16,025 51,721 Rhonda A. Wallen - 51,721
(2)						Steven Sherman’s compensation was for services provided as Executive Chairman in accordance with his offer letter as described below. On January 16, 2020, our Board of Directors approved a grant of an option for 16,667 shares of our common stock to Steven Sherman, and a grant of 13,334 RSUs. Steven Sherman has served as a member of our Board of Directors since 2014 and his term will end upon the commencement of the 2023 Annual Meeting of Stockholders.
(3)						Mr. Stern resigned from our Board of Directors in April 2023.


(1)						Under the program approved effective April 13, 2021, the Chairs of each committee of our Board of Directors receive the fees indicated under this column inclusive of the fee they receive as the member of our Board of Directors or the applicable committee.
(2)						The Board of Directors, upon recommendation by the Nominating and Governance Committee of the Board, approved the decision to disband the Strategy Committee as part of its leadership change resolutions during the Board of Directors meeting held on January 20, 2022.


		Year ended December 31,
Description of Service		2022	2021
Audit Fees(1)		$340,693	$251,305
Audit-Related Fees(2)		10,500	63,187
Tax Fees(3)		35,000	29,000
All Other Fees		—	—
Total Fees		$386,193	$343,492
(1)	Audit Fees consist of fees for audit of the Company’s annual financial statements for the respective year, reviews of the Company’s quarterly financial statements, services provided in connection with statutory and regulatory filings and audit of the Company’s internal controls over financial reporting. Amounts do not include $133,519 that were billed to us by our independent registered accounting firm in 2022 as reimbursement of the audit-related services fees incurred by Parker Hannifin Corporation in connection with our acquisition of its human motion control business in December 2022.
(2)	Audit-Related Fees consist of fees for accounting consultations.
(3)	Tax Fees consist of fees for tax compliance and tax advice and planning services.


Name of Individual or Identity of Group and Principal Position	Dollar Value of Awards ($)	Number of Shares Subject to Restricted Stock Units Granted (#)
Jason C. Jones, Chief Operating Officer	$254,400	190,454
Jerome Wong, Chief Financial Officer and Corporate Secretary	$250,000	170,068
All current executive officers as a group	$504,400	360,522
All employees (excluding executive officers) as a group	$487,650	175,000


Plan category	(a) Number of securities to be issued upon exercise of outstanding options, warrants and rights	(b) Weighted-average exercise price of outstanding options, warrants and rights	(c) Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
Equity compensation plans approved by security holders	1,653,287	$39.24	50,455
Equity compensation plans not approved by security holders	—	—	—
Total	1,653,287	$39.24	50,455


Amount and Nature of Beneficial Ownership
Name of Beneficial Owner		Shares Beneficially Owned				Percent of Class(1)
5% Stockholders
H.K. Takchong International Trading Limited				744,572	(2)		5.5%

Directors and Director Nominees
Mary Ann Cloyd			74,896		(3)		*
Scott G. Davis			125,952		(4)		*
Corinna Lathan, Ph.D.			66,865		(5)		*
Charles Li, Ph.D.			93,463		(6)		*
Steven Sherman			461,788		(7)		3.4%
Rhonda A. Wallen			74,896		(8)		*

Named Executive Officers (other than those who are also directors)
Jason C. Jones			65,144		(9)		*
Jack Peurach			50,618		(10)		*
Jerome Wong			23,847		(11)		*

All current directors and executive officers as a group (8 persons)			986,851		(12)		7.5%
*	Represents less than 1%.
(1)	Applicable percentage ownership is based on 13,502,873 shares of common stock outstanding as of April 14, 2023.
(2)	Consists of 744,572 shares of common stock. The address for H.K. Takchong International Trading Limited is RM 604, Tower A, New Mandarin Plaza, 14 Science Museum Road, Tsim Sha Tsui East, Kowloon, Hong Kong.
(3)	Consists of (i) 51,721 restricted stock units vesting within 60 days after the Determination Date and (ii) 23,175 shares of common stock.
(4)	Consists of 125,952 shares of common stock.
(5)	Consists of (i) 51,721 restricted stock units vesting within 60 days after the Determination Date and (ii) 15,144 shares of common stock.


(6)						Consists of options to purchase (i) 14,334 shares of common stock exercisable or exercisable within 60 days after the Determination Date, (ii) 51,721 restricted stock units vesting within 60 days after the Determination Date, and (iii) 27,408 shares of common stock.
(7)						Consists of options to purchase (i) 51,212 shares of common stock exercisable or exercisable within 60 days after the Determination Date, (ii) 410,576 shares of common stock.
(8)						Consists of (i) 51,721 restricted stock units vesting within 60 days after the Determination Date and (ii) 23,175 shares of common stock.
(9)						Consists of options to purchase (i) 24,418 shares of common stock exercisable or exercisable within 60 days of the Determination Date, (ii) 8,677 restricted stock units vested and unissued or vesting within 60 days after the Determination Date, and (iii) 32,049 shares of common stock.
(10)						Consists of 50,618 shares of common stock.
(11)						Consists of options to purchase (i) 5,334 shares of common stock exercisable or exercisable within 60 days of the Determination Date and (ii) 18,513 shares of common stock.
(12)						Consists of options to purchase (i) 95,298 shares of common stock exercisable or exercisable within 60 days of the Determination Date, (ii) 215,561 restricted stock units vested and unissued or vesting within 60 days after the Determination Date, and (iii) 675,992 shares of common stock.


			•			to attract and retain the best available personnel for positions of substantial responsibility,
			•			to provide incentives to individuals who perform services for the Company, and
			•			to promote the success of the Company’s business.

SEC Form DEF 14A filed by Ekso Bionics Holdings Inc.