OF AMERICA’S CAR-MART, INC. (Employee Option Agreement)
Exhibit
10.7
0000
XXXXX XXXXXX XXXX
XX
XXXXXXX’S CAR-MART, INC.
(Employee
Option Agreement)
THIS
OPTION AGREEMENT (the “Agreement”), made the 16th day of
October
2007, between AMERICA’S CAR-MART, INC., a Arkansas corporation (the “Company”),
and ______________________, an employee of the Company (the
“Optionee”);
RECITALS:
In
furtherance of the purposes of the 2007 Stock Option Plan of AMERICA’S CAR-MART,
INC., as it may be hereafter amended (the “Plan”), the Company and the Optionee
hereby agree as follows:
1. Incorporation
of the Plan. The rights and duties of the Company and the
Optionee under this Agreement shall in all respects be subject to and governed
by the provisions of the Plan, the terms of which are incorporated herein
by
reference. Any term not defined in this Agreement shall have the
meaning set forth in the Plan or the Employment Agreement by and between
the
Company and the Optionee dated May 1, 2007 (the “Employment
Agreement”).
2. Grant
and Term of Option. The Company hereby grants to the Optionee
pursuant to the Plan, as a matter of separate inducement and agreement in
connection with his employment or service to the Company, and not in lieu
of any
salary or other compensation for his services, the right and option (the
“Option”) to purchase all or any part of an aggregate of _____________ (_______)
shares (the “Shares”) of the Common Stock of the Company, at an Exercise Price
of ________________ ($__________) per Share. The Option shall be
designated as a Non-qualified Option. Except as otherwise
provided in the Plan, the Option will expire if not exercised in full
before 5:00 p.m. Central Time on the date which marks
the tenth (10th) anniversary
of
this date of grant.
3. Vesting
and Exercise. This Option is subject to performance vesting based
on the Company’s actual Economic Profit per Share compared to the Economic
Profit per Share as projected in Appendix A to the Employment Agreement (also
attached hereto), subject to adjustment by the Board of Directors for fiscal
2009 and 2010. On the date that the Company files its Annual Report
on Form 10-K for the fiscal year that ends on April 30, 2010 (the “Vesting
Date”), this Option is eligible to be vested for an aggregate of _______ shares
based on the Company’s Economic Profit per Share for the fiscal years 2008, 2009
and 2010. On the Vesting Date, the number of shares vested will be
determined by comparing the Company’s Economic Profit per Share for the fiscal
years from 2008 to 2010 to the Economic Profit per Share projected in Appendix
A
to the Employment Agreement for the same fiscal years. If the
Company’s aggregate Economic Profit per Share for the fiscal years from 2008
through 2010 does not average at least eighty-five percent (85%) of the Economic
Profit per Share projected in Appendix A to the Employment Agreement for
such
years combined, none of the shares subject to this Option will
vest. If the aggregate Economic Profit per Share for the fiscal years
from 2008 to 2010 is at least eighty-five percent (85%) of the Economic Profit
per Share projected in Appendix A to the Employment Agreement for such years
combined, this Option will vest on a graduated basis (as shown on Exhibit
A)
based on the Company’s actual Economic Profit per Share for such years compared
to the Economic Profit per Share projected in Appendix A to the Employment
Agreement for such years combined. In addition to the forgoing, the
Option will vest with respect to _____ shares on the Vesting Date if the
Company’s actual Economic Profit per Share for the fiscal years from 2008 to
2010 is at least 115% of the combined Economic Profit per Share projected
in
Appendix A to the Employment Agreement for such years. This Option
may be exercised from time to time, in accordance with the terms of this
Agreement, with respect to all or any portion of the shares as to which it
is
then vested and exercisable, and to the extent not exercised, the Option
shall
continue in effect until it expires or otherwise terminates in accordance
with
the terms of this Agreement and the Plan.
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4. Special
Provisions Applicable to Vesting and Right to Exercise
Options. Except as otherwise provided in the Employment
Agreement, the termination of employment between the Company and the Optionee
prior to the Vesting Date shall result in the complete forfeiture of this
Option. In the event of a Change in Control of the Parent Company, if
the Optionee is employed with the Company, this Option shall vest in accordance
with the terms of the Employment Agreement.
5. No
Employment or Other Rights. Nothing contained in this Agreement
or the Plan shall require the Company to continue to employ the Optionee
for any
particular period of time, nor shall it require the Optionee to remain in
the
employ of the Company for any particular period of time. Except as
otherwise expressly provided in the Plan, all rights of the Optionee under
the
Plan with respect to the unexercised portion of his Option shall terminate
upon
termination of the employment of the Optionee with the Company.
6. Restrictions
on Transfer. Except as may be otherwise provided in the Plan,
this Option shall not be transferable other than by will or the laws of
intestate succession. This Option shall be exercisable during the
Optionee’s lifetime only by the Optionee.
7. Amendment. Except
as may be otherwise provided in the Plan and certain amendments necessary
to
continue compliance with applicable law, this Agreement may be modified,
amended
or terminated only by the written consent of the parties hereto.
8. Assignment
and Transfers. This Agreement shall be binding upon and shall
inure to the benefit of the parties hereto and their respective executors,
administrators, next-of-kin, successors and assigns.
9. Applicable
Law. Except as otherwise provided in the Plan or herein, this Agreement
shall be construed and enforced according to the laws of the State of
Arkansas.
IN
WITNESS WHEREOF, this Agreement has been executed in behalf of the Company
and
by the Optionee on the day and year first above written.
AMERICA’S
CAR-MART,
INC.
By:
_________________________________________________________
Name: _______________________________________________________
Title:
________________________________________________________
OPTIONEE
Name:
_______________________________________________________
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