INCENTIVE AND NON-QUALIFIED OPTIONS Sample Clauses
The "Incentive and Non-qualified Options" clause defines the types of stock options that may be granted to employees or other participants under a company's equity compensation plan. It distinguishes between incentive stock options (ISOs), which offer certain tax advantages and must meet specific IRS requirements, and non-qualified stock options (NSOs), which do not qualify for these tax benefits but are more flexible in terms of eligibility and terms. This clause clarifies which individuals are eligible for each type of option and outlines the basic rules governing their issuance, thereby ensuring compliance with tax laws and providing clear guidance on the administration of the stock option plan.
INCENTIVE AND NON-QUALIFIED OPTIONS. FAF and LAC shall cooperate and take all action necessary to amend, if necessary, or otherwise provide for adjustments of outstanding awards under the FAF Stock Option and Incentive Plan, the FAF Non-Employee Director Option Plan and the FAF Non-Employee Director Award, and to adopt the LAC Stock Option and Incentive Plan and the LAC Non-Employee Director Option Plan, so that each LAC Individual and each non-employee director of FAF who will be a non-employee director of LAC and not of FAF after the Distribution shall exercise or forfeit all exercisable FAF Options held by such LAC Individual or director prior to the Distribution.
(a) Effective immediately after the Distribution Date, the number of shares of FAF Common Stock subject to, and the exercise price of, each FAF Option which immediately prior to the Record Date is outstanding and not exercised and is held by an FAF Individual shall be adjusted by FAF so that the number of shares of FAF Common Stock subject to such FAF Option shall be multiplied by the FAF Conversion Ratio and the exercise price of such FAF Option shall be divided by the FAF Conversion Ratio. The "FAF Conversion Ratio" shall be equal to the amount obtained by dividing (i) the average of the daily closing sales prices for a share of FAF Common Stock on the NASDAQ-NMS for the five trading days prior to the record date for the Distribution by (ii) the average of the daily closing sales prices for a share of FAF Common Stock on the NASDAQ-NMS for the five trading days immediately following the Distribution Date.
(b) As of the Distribution Date, each FAF Option which immediately prior to the Distribution Date is outstanding and not then exercisable and is held by an LAC Individual (a "Converted Option") shall, without any action on the part of the holder thereof, be converted (the "Option Conversion") into an option to purchase shares of LAC Common Stock. As a result of the Option Conversion, each Converted Option shall provide for the purchase of a number of shares of LAC Common Stock equal to the number of shares of FAF Common Stock subject to the Converted Option prior to the Option Conversion multiplied by the LAC Conversion Ratio. In addition, the per share exercise price of such Converted Option as a result of the Option Conversion shall be equal to the per share exercise price of the Converted Option prior to the Option Conversion divided by the LAC Conversion Ratio. The "LAC Conversion Ratio" shall be equal to the amount obtain...
INCENTIVE AND NON-QUALIFIED OPTIONS. The Committee may from time to time grant to eligible participants Incentive Stock Options, Non-qualified Stock Options, or any combination thereof; provided that the Committee may grant Incentive Stock Options only to eligible employees of the Company or its subsidiaries (as defined for this purpose in Section 424(f) of the Code or any successor thereto). In any one calendar year, the Committee shall not grant to any one participant options to purchase a number of shares of Common Stock in excess of three hundred thousand (300,000) (as adjusted pursuant to Section 16 hereof). The options granted shall take such form as the Committee shall determine, subject to the following terms and conditions. It is the Company's intent that Non-qualified Stock Options granted under the Plan not be classified as Incentive Stock Options, that Incentive Stock Options be consistent with and contain or be deemed to contain all provisions required under Section 422 of the Code and any successor thereto, and that any ambiguities in construction be interpreted in order to effectuate such intent. If an Incentive Stock Option granted under the Plan does not qualify as such for any reason, then to the extent of such non-qualification, the stock option represented thereby shall be regarded as a Non-qualified Stock Option duly granted under the Plan, provided that such stock option otherwise meets the Plan's requirements for Non-qualified Stock Options.
INCENTIVE AND NON-QUALIFIED OPTIONS. (a) An Option granted hereunder shall be either an Incentive Stock Option or a Non-Qualified Stock Option as determined by the Committee or the Board at the time of grant of the Option and shall clearly state whether it is an Incentive Stock Option or a