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EXHIBIT 4.17
AMENDMENT TO _____________
STOCK OPTION AGREEMENT
THIS AGREEMENT, between Xxxxxxxxxxx International, Inc. ("Xxxxxxxxxxx")
and ____________ (the "Non-Employee Director") is as follows:
WHEREAS, Weatherford previously approved the ____________ Stock Option
Agreement (the "Option Agreement"); and
WHEREAS, pursuant to the Option Agreement, Xxxxxxxxxxx granted, on the
8th day of September, 1998, to the Non-Employee Director the right to purchase
60,000 shares of Xxxxxxxxxxx common stock at $18.125 per share (the "Option");
and
WHEREAS, the Board of Directors of Xxxxxxxxxxx has approved of a
distribution to Xxxxxxxxxxx'x stockholders of all of the stock of Grant Pideco,
Inc. (the Spin-Off") pursuant to the terms and conditions set forth in the
Distribution Agreement by and between Xxxxxxxxxxx and Xxxxx Prideco, Inc.; and
WHEREAS, the Board of Directors of Xxxxxxxxxxx has approved an
adjustment to the exercise price under the Option and the number of shares
subject to the Option to reflect the relative values of Xxxxxxxxxxx common stock
and Grant Prideco common stock after giving effect to the Spin-Off;
NOW, THEREFORE, the Option Agreement is amended by adding thereto the
following provisions:
Notwithstanding any other provision of this Agreement to the contrary,
the Option is hereby adjusted as follows. Following the Distribution Date as
defined in the Distribution Agreement by and between Xxxxxxxxxxx and Xxxxx
Prideco, Inc., the Non-Employee Director will have the right under the Option to
purchase 93,629 shares of Weatherford common stock for $11.615 per share.
IN WITNESS WHEREOF, Weatherford has executed this Agreement this
________ day of ________________________, 2000.
XXXXXXXXXXX INTERNATIONAL, INC.
Agreed and Accepted By
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Title
By ---------------------------
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Xxxxx X. Xxxxxxx
