Exhibit 10.1
Amended and Restated Stock Option Agreement
This Stock Option Agreement is made as of the 19th day of February, 2002, and
amended as of April 19, 2005, by and between Sprint Corporation, a Kansas
corporation (the "Corporation"), and XxXxxx Xxxxxx, a non-employee director of
the Corporation (the "Director").
Recitals
1. The Corporation has approved the 1990 Stock Option Plan (the "Plan") that
provides for the annual grant of stock options to non-employee directors of
the Corporation. The Plan was merged with and into the 1997 Long-Term Stock
Incentive Program in February 2004.
2. Director was a non-employee director of the Corporation on February 19,
2002, the grant date in 2002, and continues to be a non-employee director
on April 19, 2005.
Now, Therefore, in consideration of the foregoing and of the mutual covenants
and agreements of the parties hereto, the receipt and sufficiency of which is
hereby acknowledged by them, the parties agree as follows:
The Corporation hereby grants to Director under and subject to all of the terms
and conditions of the Plan (a copy of the 1990 Stock Option Plan has been
furnished to the Director and its terms are incorporated herein by this
reference) the right and option to purchase 6,550 shares of FON Stock at a
strike price of $12.965 per share and an option to buy 6,550 shares of PCS Stock
at a strike price of $8.90 per share (converted after the recombination of PCS
Stock with and into FON Stock into 3,275 shares of FON Stock at a strike price
of $17.80 per share).
These options shall become exercisable in installments as follows: Twenty-five
percent (25%) of the number of shares originally covered hereby shall become
exercisable on February 19 in the years 2003, 2004, 2005, and 2006. The number
of shares exercisable after each installment shall cumulate and shall remain
exercisable during the remainder of the term of the options. The options
terminate at the close of business on February 19, 2012.
As of April 19, 2005, there remains unvested an option to purchase 1,637 shares
of FON Stock at a strike price of $12.965 per share and an option to purchase
818 shares of FON Stock at a strike price of $17.80 per share. Any options that
remain unvested as of the Director's departure from the Corporation's Board of
Directors at the 2005 Annual Meeting of Stockholder shall vest in full as of the
date of that meeting.
IN WITNESS WHEREOF, the Corporation has caused this Amended and Restated Stock
Option Agreement to be signed by its duly authorized officer and the Director
has executed the same as of April 19, 2005.
Sprint Corporation
By: ___________________________________________
Xxxxxxx Xxxxxxxxx, VP Corporate Governance
and Ethics and Corporate Secretary
__________________________________________
XxXxxx Xxxxxx
