FORM OF] HARRIS TEETER SUPERMARKETS, INC. OUTSIDE DIRECTOR NONSTATUTORY STOCK OPTION AGREEMENT Pursuant to the HARRIS TEETER SUPERMARKETS, INC. 2011 INCENTIVE COMPENSATION PLANNonstatutory Stock Option Agreement • May 8th, 2013 • Harris Teeter Supermarkets, Inc. • Retail-grocery stores
THIS OUTSIDE DIRECTOR NONSTATUTORY STOCK OPTION AGREEMENT (the “Award Agreement”), made and entered into as of the ____ day of _______________, (the “Grant Date”) by and between Harris Teeter Supermarkets, Inc., a North Carolina corporation (the “Corporation”) and the optionee, _________________(the “Participant”), set forth on the Notification of Grant Award that will be sent to the Participant separately (the “Notice”), the terms of which are incorporated herein by reference. All capitalized terms used but not defined herein shall have the same meaning as set forth in the Harris Teeter Supermarkets, Inc. 2011 Incentive Compensation Plan, as amended modified or supplemented from time to time pursuant to the terms thereof (the “Plan”) unless the context clearly indicates otherwise. Pursuant to Section 10 of the Plan, references herein to the Committee shall, where context reasonably requires, be read instead as references to the independent members of the Board.
