RESTRICTED SHARE UNITS AGREEMENTRestricted Share Units Agreement • August 27th, 2009 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries • Ohio
On November 1, 2005 (the “Grant Date”), Cardinal Health, Inc, an Ohio corporation (the “Company”), has granted to Ivan K. Fong (“Grantee”) 7,400 Restricted Share Units (the “Restricted Share Units” or “Award”), representing an unfunded unsecured promise of the Company to deliver common shares, without par value, of the Company (the “Common Shares”) to Grantee as set forth herein. The Restricted Share Units have been granted pursuant to the Cardinal Health, Inc. Amended and Restated Equity Incentive Plan, as amended (the “Plan”), and shall be subject to all provisions of the Plan, which are incorporated herein by reference, and shall be subject to the provisions of this Restricted Share Units Agreement (this “Agreement”). In the event of a conflict between the provisions of this Agreement and the provisions of the Plan, the provisions of the Plan shall control. Capitalized terms used in this Agreement which are not specifically defined shall have the meanings ascribed to such terms in t
CARDINAL HEALTH, INC. NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • August 27th, 2009 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries • Ohio
Cardinal Health, Inc., an Ohio corporation (the “Company”), has granted to Ivan K. Fong (“Grantee”), an option (the “Option”) to purchase 45,000 common shares, without par value, of the Company (the “Shares”) for a total purchase price of ,$2,793,150 (i.e., the equivalent of $62.07 for each full Share). The Option has been granted under the Cardinal Health, Inc. Amended and Restated Equity Incentive Plan, as amended (the “Plan”), and will include and be subject to all provisions of the Plan, which are incorporated herein by reference, and will be subject to the provisions of this agreement. In the event of a conflict between the provisions of this Agreement and the provisions of the Plan, the provisions of the Plan shall control. Capitalized terms used in this agreement which are not specifically defined will have the meanings ascribed to such terms in the Plan. This Option shall vest and become exercisable in four equal installments on each of the first four anniversaries of the Grant
November 14, 2007 Mr. Ivan K. Fong Dublin, Ohio 43017 Subject: Amendment to Employment Offer Letter Agreement (“Letter Agreement”) Dear Ivan:Employment Agreement • August 27th, 2009 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries
The purpose of this letter is to supplement and amend the Letter Agreement signed by you and Cardinal Health, Inc. (the “Company”) dated October 7, 2005, in accordance with resolutions approved by the Human Resources and Compensation Committee of the Board of Directors at it meeting on November 6, 2007, in order to bring the Letter Agreement into compliance with Section 409A of the Internal Revenue Code of 1986, as amended, and the treasury regulations and other guidance of general application issued thereunder (“Section 409K), The following are the additional or revised terms governing your employment by the Company:
February 17, 2009 Mr. Ivan K. FongConfidential Severance Agreement and Release • August 27th, 2009 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries • Ohio
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 27th, 2009 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries
This Second Amendment (the “Second Amendment”) to the Employment Agreement (the “Agreement”), dated as of April 17, 2006, as amended as of September 21, 2007, and by an amendment dated September 26, 2008, by and between Cardinal Health, Inc. (the “Company”) and R. Kerry Clark (the “Executive”), is made and entered into as of the 4th day of August, 2009, by and between the Company and Executive.
