employment, occupation or business enterprise. During Executives employment, Executive agrees not to acquire, assume or participate in, directly or indirectly, any position, investment or interest known by Executive to be adverse or antagonistic to the Company, its business, or prospects, financial or otherwise, or in any company, person, or entity that is, directly or indirectly, in competition with the business of the Company. Ownership by Executive in professionally managed funds over which the Executive does not have control or discretion in investment decisions, or, as a passive investment, of less than two percent (2%) of the outstanding shares of capital stock of any corporation with one or more classes of its capital stock listed on a national securities exchange or publicly traded on a national securities exchange or in the over-the-counter market shall not constitute a breach of this Section.
1.4 Start Date. Executives employment with the Company shall commence on August 3, 2015 (the Start Date).
2. AT-WILL EMPLOYMENT.
Executives employment relationship with the Company is, and shall at all times remain, at-will. This means that either Executive or the Company may terminate the employment relationship at any time, for any reason or for no reason, with or without cause or advance notice.
3. COMPENSATION AND BENEFITS.
3.1 Salary. The Company shall pay Executive a base salary at the annualized rate of $350,000 (the Base Salary), less payroll deductions and all required withholdings, payable in regular periodic payments in accordance with the Companys normal payroll practices. The Base Salary may be adjusted from time to time in the Companys discretion.
3.2 Performance Bonus. Each calendar year, Executive will be eligible to earn an additional cash bonus with a target bonus of forty percent (40%) of the Base Salary, based upon the Boards assessment of Executives individual performance and the Companys attainment of targeted goals as set by the Board in its sole discretion. In order to earn and receive the bonus, Executive must remain employed by the Company through and including the bonus payout date, which will be on or before March 15 of the year following the applicable calendar year for which the performance bonus is being measured. The determination of whether Executive has earned a bonus and the amount thereof shall be determined by the Board (and/or a committee thereof) in its sole and absolute discretion. The Company reserves the right to modify the bonus criteria and targets from year to year.
3.3 Equity. Subject to approval by the Board and subject to the terms of the Companys 2014 Stock Plan (the Plan), Executive will be granted an option (the Option) to purchase 118,884 shares of Common Stock of the Company pursuant to the