Dawn G. Lepore - Jun 16, 2021 Form 4 Insider Report for Accolade, Inc. (ACCD)

Role: Director
Signature: /s/ Richard Eskew, Attorney-in-Fact
Stock symbol: ACCD
Transactions as of: Jun 16, 2021
Transactions value $: $0
Form type: 4
Date filed: 6/21/2021, 11:08 AM
Previous filing: May 10, 2021
Next filing: Jul 26, 2021

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	ACCD	Restricted Stock Units	Award		+922			922	Jun 16, 2021	Common Stock	922		Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock.
F2	The shares subject to this RSU shall vest at a rate of twenty-five percent of the total number of shares on each quarterly anniversary of March 1, 2021 (the "Vesting Commencement Date") for so long as the recipient of the RSU provides continuous service to the Issuer, such that the total number of shares shall be fully vested on the one-year anniversary of the Vesting Commencement Date. Notwithstanding the forgoing, any shares that vest according to the preceding sentence, shall not be released to the Reporting Person until the earlier of (i) January 30, 2026, at which point 1/3rd of the vested shares shall be released on such date and each one year anniversary of such date or (ii) such date that the Issuer consummates a transaction or series of transactions constituting a Change in Control (as defined in the Issuer's 2020 Equity Incentive Plan) that is a Section 409A Change in Control (as defined in the Issuer's 2020 Equity Incentive Plan).

Content

Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock.

The shares subject to this RSU shall vest at a rate of twenty-five percent of the total number of shares on each quarterly anniversary of March 1, 2021 (the "Vesting Commencement Date") for so long as the recipient of the RSU provides continuous service to the Issuer, such that the total number of shares shall be fully vested on the one-year anniversary of the Vesting Commencement Date. Notwithstanding the forgoing, any shares that vest according to the preceding sentence, shall not be released to the Reporting Person until the earlier of (i) January 30, 2026, at which point 1/3rd of the vested shares shall be released on such date and each one year anniversary of such date or (ii) such date that the Issuer consummates a transaction or series of transactions constituting a Change in Control (as defined in the Issuer's 2020 Equity Incentive Plan) that is a Section 409A Change in Control (as defined in the Issuer's 2020 Equity Incentive Plan).