Qualified Stock Options. If the Company approves the exercise of the SARs, written notice must be given to the Company stating the number of shares in the Options in respect of which the SARs are being exercised. In due course, you will receive payment in cash in an amount equal to the difference between the Fair Market Value (as defined in the Plan) of one share of the Common Stock on the date of exercise of the SARs and the Option Exercise Price per Share specified in respect of the Options times the number of shares in respect of which the SARs shall have been exercised. Such payment shall be subject to reduction for withholding taxes.
Qualified Stock Options. (a) Xxxxxxxx shall be issued 500,000 stock options from the company with a $.10 per option strike price. Such options shall vest at the rate of 33 and third percent on an annual basis for three years. This plan will be consistent with the executive stock option plan and part of a qualified stock option plan. The Company shall cancel options not vested upon termination or resignation. Under the terms hereinabove, immediately and Xxxxxxxx will have 60 days to exercise stock options. Options shall automatically expire seven years from date they are vested.
Qualified Stock Options. Upon the occurrence of a Transaction (as defined in Section 4 hereof) or a Qualified Termination Event occurring prior to the Closing Date, Employee shall be entitled to the following treatment of stock options to purchase shares of common stock of the Company (“Common Stock”) heretofore granted to him under the Company’s 1995 Stock Plan or 1996 Stock Plan, each as amended (the “Stock Plans”), that have not been terminated, cancelled or otherwise surrendered (collectively, the “Qualified Stock Options”):
(a) Any and all such Qualified Stock Options shall become fully vested as of, and subject to, the closing date of the Transaction (the “Closing Date”) or Termination Date of such Qualified Termination Event, as applicable; and
(b) Subject to earlier termination in accordance with the terms of the stock option agreements and the Stock Plans pursuant to which the Qualified Stock Options were granted, Employee shall be entitled to exercise the Qualified Stock Options for a period of five (5) years after the earlier to occur of (i) the Closing Date and (ii) the Termination Date of such Qualified Termination Event; provided that the foregoing provision shall in no way affect the terms of a Qualified Stock Option if such terms would otherwise provide for a longer period to exercise such Qualified Stock Options. Employee acknowledges that from and after the date hereof certain of the Qualified Stock Options (or portions thereof) may no longer qualify as an incentive stock option within the meaning of the Internal Revenue Code of 1986, as amended. Except as expressly provided in this Section 2, all other provisions of the stock option agreements and the Stock Plans pursuant to which the Qualified Stock Options were granted shall continue to govern the terms of the Qualified Stock Options.
Qualified Stock Options. The Company will seek to adopt for its employees a qualified incentive stock option plan (the "Stock Option Plan") during the first twelve (12) months following the Effective Time. It is contemplated that the Executive shall be a participant in the Stock Option Plan in accordance with Company policies.
Qualified Stock Options. It is the intent of Employer to seek approval by Employer’s shareholders of the Stock Option Plan at Employer’s 2006 annual shareholders’ meeting and, if approved by such shareholders, the options granted to Employee as contemplated by Section 5.01 shall constitute incentive stock options as such term is defined under Xxxxxxx 000 xx xxx Xxxxxx Xxxxxx Internal Revenue Code; provided, however, that in the event such Stock Option Plan is not, for any reason, approved by such shareholders, the options granted to Employee pursuant to such Stock Option Plan as contemplated hereby shall be nonqualified options. Employer does not represent or warrant that the options granted as contemplated hereby will be or are capable of becoming qualified stock options within the meaning of Section 422 of the U.S. Internal Revenue Code or that the Stock Option Plan will be approved by Employer’s shareholders at any time. Nothing herein shall obligate Employer to take any act or refrain from taking any act in furtherance of qualifying such stock options under Section 422.
Qualified Stock Options. Under current law, an option holder will not realize taxable income upon the grant of an option which is not qualified as an incentive stock option, also referred to as a nonstatutory stock option. However, when an option holder exercises the option, the difference between the exercise price of the option, and the fair market value of the shares subject to the option on the date of exercise will be compensation income taxable to the option holder. We will be entitled to a deduction equal to the amount of compensation income taxable to the option holder if we comply with eligible reporting requirements. WE RECOMMEND THAT YOU CONSULT YOUR OWN TAX ADVISOR WITH RESPECT TO THE FEDERAL, STATE, LOCAL AND FOREIGN TAX CONSEQUENCES OF PARTICIPATING IN THE OFFER.
Qualified Stock Options. The Options terminate automatically and shall not be exercisable by you from and after the date on which you cease to be an employee of the Company or one of its subsidiaries for any reason other than your death, Retirement or Disability. In the event of your death, Retirement or Disability while an employee of the Company or one of its subsidiaries (and having been an employee continuously since the Date of Grant) during the exercise period on any date which is more than six (6) months after the Date of Grant of the Incentive Stock Options specified on the first page of this Grant Agreement or more than six (6) months after the Date of Grant of Non-Qualified Stock Investment Options specified at paragraph 4 of this Grant Agreement, the Options shall become immediately exercisable and, except as provided below in the event of your death, shall be exercisable by you for the remainder of the term of the Option grant. In the event of your death, the Options may be exercised up to three years after date of death by the person or persons to whom your rights in the options passed by your will or according to the laws of descent and distribution. Nothing contained herein shall restrict the right of the Company or any of its subsidiaries to terminate your employment at any time, with or without cause. 2005 Plan Master ISO ISO Grant Agreement (Cont'd) Date PART III - GENERAL PROVISIONS (Cont'd)
Qualified Stock Options. During 1998, and in conjunction with the acquisition of Neutrino, the Company granted Non-Qualified Stock Options exercisable for 550,000 shares of Common Stock under individual agreements with key members of Neutrino management. The issuance of these Non-Qualified Stock Options was administered by the Compensation Committee of the Company's Board of Directors, which generally has authority to establish who receives options and the terms and conditions thereof, including vesting and exercise price. The exercise price of each non-qualified option granted in 1998 was at the market price for the Company's Common Stock on the date of the grant. However, in conjunction with repricing of options pursuant to the 1996 and 1997 SOPs, as described above, the option price of Non-Qualified options issued in 1998 were also repriced, to $1.00, on December 21, 1998. 1996 Employee Stock Purchase Plan. During 1998 and 1997, the Company granted options exercisable for 5,211 and 6,297 shares of Common Stock, respectively, under the Company's 1996 Employee Stock Purchase Plan (the "SPP"). The SPP is intended to constitute an "employee stock purchase plan" within the meaning of Section 423 of the Internal Revenue Code of 1986, as amended. Pursuant to the SPP, the Company may grant options to purchase up to 300,000 shares (subject to customary anti-dilution adjustments) of its Common Stock to employees of the Company. Options may be granted on January 1 and July 1 of each year to eligible employees who elect to participate in the SPP. The term of each option is six months from the date of grant. The number of options granted to each participant equals the quotient of (i) the total payroll deductions authorized by the participant during the applicable option period, divided by (ii) 85% of the fair market value of the Common Stock as of the date of grant of such option. The exercise price of options under SPP is 85% of the fair market value of the Common Stock as of the date of grant or the date of exercise of such option, whichever is less, determined by reference to the most recent closing price reported on the Nasdaq Systems. The Company's Form S-8 Registration Statement generally covers the issuance and resale (subject, in the case of affiliates, to Rule 144 under the Securities Act of 1933) of Common Stock issuable upon exercise of options under the 1996 and 1997 SOPs and SPP.
Qualified Stock Options. Executive shall be included in the 0000 XXXXX --------------------------- Surgical Company Non-Qualified Stock Plan (the "Plan") adopted by Company. Pursuant to the terms of the Plan, Executive shall be entitled to purchase seventy thousand (70,000) shares of Company's common stock (which options shall vest over a period of five (5) years, fourteen thousand (14,000) shares each on May 6, 1998, May 6, 1999, May 6, 2000, May 6, 2001 and May 6, 2002, respectively), all of which option rights shall expire on May 6, 2006. The purchase price per share shall be $12.50. Stock issued pursuant to the Plan shall be restricted stock, although Company shall reserve the right to issue registered shares if it so decides. Executive agrees to be bound by the terms of the Plan as adopted. These options shall be non- qualified stock options.
Qualified Stock Options. Upon vesting the options shall be exercisable at any time and from time to time in whole or in part for a period of 5 years from the date of grant with respect to Incentive Stock Options and 10 years with respect to Non-Qualified Stock options. In the event Xxxxxxx is employed for less than a full calendar year the options shall vest as to a pro rata portion of 50,000 shares based on the actual number of months he is employed. The Company agrees to reserve up to 250,000 shares under its 1989 Stock Option Plan (the "Plan") for issuance to Xxxxxxx in connection with the options granted hereunder. This reservation of shares is exclusive of any other shares reserved for issuance under the Plan to Xxxxxxx under previously granted options. The Company hereby undertakes to seek shareholder approval to increase the number of shares available for issuance under the Plan, if such increase is required to fulfill its obligations hereunder, at its next Annual or Special Meeting of Stockholders and to recommend such approval to its stockholders. The Registration Rights provided to Founders pursuant to Section 11 of the Series A Preferred Stock Purchase Agreement dated September 20th, 1989 shall be applicable to any shares acquired by Xxxxxxx pursuant to the exercise of any stock options to be granted pursuant to this Agreement.