Iteris Reports Granting of Inducement Awards Under Nasdaq Listing Rule 5635(c)(4)

Rhea-AI Summary

Iteris (NASDAQ: ITI) announced the granting of inducement awards to 17 new non-executive employees acquired through the TrafficCast International, Inc. acquisition. The awards, effective January 1, 2021, include options to purchase 95,000 shares of common stock and 68,156 restricted stock units. The options have a 10-year term with an exercise price of $5.65, vesting over four years. Restricted stock units vest in two tranches over three years. The board approved these awards in compliance with Nasdaq regulations.

Positive

• Granting of inducement awards to 17 new employees reflects expansion and talent acquisition post-acquisition.
• The options and restricted stock units may enhance employee retention and motivation.
• Compliance with Nasdaq regulations strengthens corporate governance.

Negative

• None.

Iteris, Inc. (NASDAQ: ITI), the global leader in smart mobility infrastructure management, today announced that it has granted inducement awards to 17 new non-executive employees, who joined the company as a result of the recent TrafficCast International, Inc. acquisition.

The awards were made on January 1, 2021 under Iteris’ 2020 Employment Inducement Incentive Award Plan, which provides for the granting of equity awards to new employees of Iteris as an inducement to join the company. The inducement awards to the 17 new non-executive employees consist of options to purchase an aggregate of 95,000 shares of Iteris common stock and 68,156 restricted stock units. The options have a 10-year term and an exercise price equal to $5.65, the fair market value of Iteris common stock on the date of grant. The options vest over a four-year period, with 25% of the options vesting on each of the first four anniversaries of the employee’s start date. The restricted stock units vest as to 50% of the award on the second anniversary of the employee’s start date and as to 50% of the award on the third anniversary of the employee’s start date. The awards were approved by Iteris’ board of directors, including a majority of Iteris’ independent directors, as required by Nasdaq Rule 5635(c)(4), and were granted as an inducement material to the new employees entering into employment with Iteris in accordance with Nasdaq Rule 5635(c)(4).

About Iteris, Inc.

Iteris is the global leader in smart mobility infrastructure management – the foundation for a new era of mobility. We apply cloud computing, artificial intelligence, advanced sensors, advisory services and managed services to achieve safe, efficient and sustainable mobility. Our end-to-end solutions monitor, visualize and optimize mobility infrastructure around the world to help ensure that roads are safe, travel is efficient, and communities thrive. Visit www.iteris.com for more information and join the conversation on Twitter, LinkedIn and Facebook.

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FAQ

What inducement awards were granted by Iteris on January 1, 2021?

Iteris granted inducement awards consisting of options to purchase 95,000 shares and 68,156 restricted stock units to 17 new non-executive employees.

What is the exercise price for the options granted by Iteris?

The exercise price for the options granted is $5.65, which is the fair market value on the date of grant.

How long is the term for the options granted to new employees at Iteris?

The options have a term of 10 years from the date of grant.

What are the vesting terms for the restricted stock units granted by Iteris?

The restricted stock units vest 50% on the second anniversary and 50% on the third anniversary of the employee's start date.

How does Iteris ensure compliance with Nasdaq regulations for employee awards?

The awards were approved by Iteris’ board of directors, including a majority of independent directors, as required by Nasdaq Rule 5635(c)(4).