Nyrada Inc Annual Report 2020

Annual Report FY20 11 Company Secretary -David Franks David is a Chartered Accountant, Fellow of the Financial Services Institute of Australia, Fellow of the Governance Institute of Australia, Justice of the Peace, Registered Tax Agent and holds a Bachelor of Economics (Finance and Accounting) from Macquarie University. With over 25 years in finance and governance (including company secretarial and corporate finance), David has been CFO, company secretary and director for numerous ASX listed and unlisted public and private companies, in a range of industries covering energy retailing, software as a service, transport, financial services, oil and gas / mineral exploration, technology, automotive, software development, wholesale distributions, retail, biotechnology and healthcare. He has acted in these capacities for Top 200 to small-cap companies listed on ASX, including for companies with OTC listings. David is also the company secretary of Noxopharm. David is also a Non-Executive Director of Jcurve Solutions Limited (ASX:JCS) and a director, principal and shareholder of Automic Group Pty Ltd, a service provider to the Company. Options Granted During the financial year, the following options were granted: No. of options Grant date Expiry date Grant date fair value Grantee 6,000,000 25/11/2019 30/06/2024 0.1266 Broker Options 2,000,000 25/11/2019 25/11/2022 0.1266 Broker Options 1,725,656 25/11/2019 30/11/2020 0.0609 Convertible Note Options 4,000,000 25/11/2019 16/01/2025 0.1288 Graham Kelly 3,4 4,000,000 25/11/2019 5 years from vesting date 0.1275 Graham Kelly 3,5 5,000,000 25/11/2019 5 years from vesting date 0.0128 Graham Kelly 3,6 5,000,000 25/11/2019 5 years from vesting date 0.0128 Graham Kelly 3,7 3,600,000 25/11/2019 25/11/2023 0.1125 Director Options 1,2 3,600,000 25/11/2019 25/11/2024 0.1243 Director Options 1,2 3,600,000 25/11/2019 25/11/2025 0.1339 Director Options 1 800,000 25/11/2019 16/01/2023 0.1003 Peter Marks 4 600,000 25/11/2019 3 years from vesting date 0.1244 CEO 3,8 300,000 25/11/2019 3 years from vesting date 0.1244 CSO 8 1,000,000 25/11/2019 15/02/2021 0.0551 SAB Options 3 1 Each tranche of Director Options are held as follows (John Moore 1,200,000, Marcus Frampton 600,000, Christopher Cox 600,000, Ruediger Weseloh 600,000 and Peter Marks 600,000 2 ). 2 Refer also to point 3 below in respect of Peter Marks’ options granted. 3 On the date when the options were granted, the company identified these as replacement options for cancelled options which were granted during the 2018 financial year. Therefore, in accordance with AASB 2: Share Based Payments the new options are treated as a modification of the original grant of options, whereby the incremental fair value of the new options granted is recognised over the vesting period of the new options. The incremental fair value is the difference between the fair value of the replacement options and the net fair value of the cancelled options, at the date of grant of the replacement options. The increment is recognised in addition to the amount based on the grant date fair value of the original cancelled options, which continue to be recognised over the remainder of the original vesting period. 4 Options vested upon admission of the Company to the ASX. 5 Options vest upon the admission of the Company to the official list of a recognised securities exchange in the United States. 6 Options vest upon the Company achieving a market capitalisation of $500 million 7 Options vest upon the earliest of, the Company achieving a market capitalisation of $1 billion and the Company or any of its related bodies corporate completing a share sale or a business sale with a minimum value of $700 million 8 50% of options vest on IND application in relation to a drug asset and 50% on the earlier of - the treatment of the first patient under a clinical study in relation to a Drug Asset; - the completion of the sale of a Drug Asset, or the total issued share capital of subsidiary of the Company that owns the Drug Asset, to a third party and - the entry by the Company into a licensing agreement, pursuant to which the third party is granted the right to exploit a Drug Asset. There has been no alteration of the terms and conditions of the above share-based payment arrangements since the grant date of 25 November 2019.