Item 1.01 - Entry into a Material Definitive Agreement
OnMarch 27, 2020 ,Perma-Fix Environmental Services, Inc.'s (the "Company)Compensation and Stock Option Committee and theBoard of Director approved an amendment which revised certain terms (as described below) of the Nonqualfied Stock Option ("NQSO") Agreement datedJuly 27, 2017 ("Stock Option Agreement") entered into between the Company and Mr.Robert L. Ferguson in connection withMr. Ferguson's consulting work under the Test Bed Initiatives for the Company's subsidiary,Perma-Fix Northwest Richland, Inc. ("PFNWR"). Pursuant to the Stock Option Agreement,Mr. Ferguson was granted a NQSO from the Company's 2017 Stock Option Plan for the purchase of up to 100,000 shares of the Company Common Stock at an exercise price of$3.65 a share, which was the fair market value of the Company's Common Stock on the date of grant ofJuly 27, 2017 ("Ferguson Stock Option"). The vesting of the Ferguson Stock Option is subject to the achievement of the following milestones ("waste" as noted below is defined as liquid LAW ("low activity waste") and/or liquid TRU ("transuranic waste")): ? Upon treatment and disposal of three gallons of waste at the PFNWR facility on or beforeJanuary 27, 2018 , 10,000 shares of the Ferguson Stock Option shall become exercisable; ? Upon treatment and disposal of 2,000 gallons of waste at the PFNWR facility on or beforeJanuary 27, 2019 , 30,000 shares of the Ferguson Stock Option shall become exercisable; and ? Upon treatment and disposal of 50,000 gallons of waste at the PFNWR facility and assistance, on terms satisfactory to the Company, in preparing certain justifications of cost and pricing data for the waste and obtaining a long-term commercial contract relating to the treatment, storage and disposal of waste on or beforeJanuary 27, 2021 , 60,000 shares of the Ferguson Stock Option shall become exercisable. The term of the Ferguson Stock Option is seven (7) years from the grant date. Each of the milestones is exclusive of each other; therefore, achievement of any of the milestones above byRobert Ferguson by the designated date will provideRobert Ferguson the right to exercise the number of options in accordance with the milestone attained. OnJanuary 17, 2019 , the Ferguson Stock Option was amended whereby the vesting date of the Ferguson Stock Option for the second milestone as discussed above was amended from "on or beforeJanuary 27, 2019 " to "on or beforeMarch 31, 2020 ." OnMarch 27, 2020 , the vesting date of the Ferguson Stock Option for the second milestone was further amended from "on or beforeMarch 31, 2020 " to "on or beforeDecember 31, 2021 ." Additionally, the vesting date of the Ferguson Stock Option for the third milestone as discussed above was amended from "on or beforeJanuary 27, 2021 " to "on or beforeDecember 31, 2022 ." All other terms of the Ferguson Stock Option remain unchanged. OnMay 1, 2018 ,Robert Ferguson exercised the 10,000 options which became vested byMr. Ferguson inDecember 2017 in connection with his attainment of the first milestone.
Item 9.01 - Financial Statements and Exhibits
(d) Exhibits Exhibit Description Number Stock Option Agreement datedJuly 27, 2017 between Perma-Fix 99.1Environmental Services, Inc. and Mr.Robert L. Ferguson , as incorporated by reference from Exhibit 10.6 to the Company's third quarter Form 10-Q filed onAugust 9, 2017 . First Amendment to Stock Option Agreement datedJuly 27, 2017 99.2 betweenPerma-Fix Environmental Services, Inc. and Mr.Robert L . Ferguson, as incorporated by reference from Exhibit 10.23 to the Company's 2018 Form 10-K filed onApril 1, 2019 . Second Amendment to Stock Option Agreement datedJuly 27, 2017 99.3 betweenPerma-Fix Environmental Services, Inc. and Mr.Robert L . Ferguson.
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