OPTION GRANT NOTICE AND AGREEMENT
EXHIBIT 99.3
OPTION GRANT NOTICE AND AGREEMENT
Polypore International, Inc. (the “Company”), pursuant to its 2007 Stock
Incentive Plan (amended and restated effective as of May 12,
2011) (the “Plan”), hereby
grants to Holder Options to purchase the number of shares of Stock set forth below. The Options
are subject to all of the terms and conditions as set forth herein, as well as the terms and
conditions of the Plan, all of which are incorporated herein in their entirety. Capitalized terms
not otherwise defined herein shall have the same meaning as set forth in the Plan. In the event of
a conflict or inconsistency between the terms and provisions of the Plan and the provisions of this
Option Grant Notice and Agreement (this “Grant Notice”), the Plan shall govern and control.
Holder: |
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Date of Grant: |
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Number of Shares of
Stock Subject to Option: |
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Exercise Price per Share:
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$ |
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Vesting Commencement Date: |
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Vesting Schedule: |
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Exercise of Options:
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To exercise a vested Option in whole or in part, the Holder (or his or her authorized representative) must give written notice to the Committee, stating the number of shares of Stock with respect to which he or she intends to exercise the Options. The Company will issue the shares of Stock with respect to which the Options are exercised upon payment for the shares of Stock acquired in accordance with Section 6(d) of the Plan, which Section 6(d) is incorporated herein by reference and made a part hereof. | |
| Upon exercise of Options, the Holder will be required to satisfy applicable withholding tax obligations as provided in Section 16 of the Plan. | ||
Termination of Service:
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Section 6(g) of the Plan regarding termination of service is incorporated herein by reference and made a part hereof. |
Additional Terms:
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Options shall be subject to the following additional terms: | |
• Options shall be
exercisable in whole shares of
Stock only. |
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• Each Option shall cease to
be exercisable as to any share of
Stock when the Holder purchases
the share of Stock or when the
Option otherwise expires. |
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• This Grant Notice
does not confer upon the Holder
any right to continue as an
employee or service provider of
the Company or its Affiliates. |
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• The Stock issued upon the
exercise of Options shall be
registered in the Holder’s name on
the books of the Company, but the
certificates evidencing such shall
be retained by the Company for
such additional time as the
Committee determines appropriate.
Any certificates representing the
Stock delivered to the Holder
shall be subject to such stop
transfer orders and other
restrictions as the Committee may
deem advisable under the rules,
regulations, and other
requirements of the Securities and
Exchange Commission, any stock
exchange upon which such shares
are listed, and any applicable
federal or state laws, and the
Committee may cause a legend or
legends to be put on any such
certificates to make appropriate
reference to such restrictions as
the Committee deems appropriate. |
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• This Grant Notice
shall be construed and interpreted
in accordance with the laws of the
State of Delaware, without regard
to the principles of conflicts of
law thereof. |
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THE UNDERSIGNED HOLDER ACKNOWLEDGES RECEIPT OF THIS GRANT NOTICE AND THE PLAN, AND, AS AN
EXPRESS CONDITION TO THE GRANT OF OPTIONS HEREUNDER, AGREES TO BE BOUND BY THE TERMS OF THIS GRANT
NOTICE AND THE PLAN.
| POLYPORE INTERNATIONAL, INC. | HOLDER | |||||||
By: |
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Title: |
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