EXHIBIT 10.1
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AMENDMENT TO CHIEF EXECUTIVE OFFICER
STOCK OPTION PLAN AND AGREEMENT
This Amendment to Chief Executive Officer Stock Option Plan and Agreement
(the "Plan"), is effective as of the 2nd day of July, 1997 (the "Effective
Date"), between Kent Electronics Corporation, a Texas corporation (the
"Company"), and Xxxxxx X. Xxxxxxxx (the "Optionee").
WHEREAS, the Company adopted the Plan effective July 24, 1991, and the Plan
has been amended effective as of June 26, 1992 and June 30, 1994; and
WHEREAS, on July 2, 1997, the Compensation Committee of the Board of
Directors approved certain further amendments to the Plan;
NOW, THEREFORE, for and in consideration of the premises herein, this
Amendment to the Plan further evidences the amendment of the Plan as follows:
1. Amendment to the Plan. The Plan is hereby amended as set forth on
Exhibit A attached hereto.
2. Full Force and Effect. The Plan, as amended hereby, shall remain in
full force and effect.
IN WITNESS WHEREOF, the Company has caused this Amendment to the Plan to be
signed on its behalf by the undersigned, thereunto duly authorized.
KENT ELECTRONICS CORPORATION
By: /s/ Xxxxxxx X. Xxxxxx
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Xxxxxxx X. Xxxxxx
Executive Vice President, Chief Financial
Officer, Treasurer and Secretary
ACCEPTED AND AGREED TO
AS OF THE EFFECTIVE DATE:
Optionee:
/s/ Xxxxxx X. Xxxxxxxx
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Xxxxxx X. Xxxxxxxx
EXHIBIT A
AMENDMENT TO CHIEF EXECUTIVE OFFICER
STOCK OPTION PLAN AND AGREEMENT, AS AMENDED
Section 5 of the Chief Executive Officer Stock Option Plan and Agreement,
as amended, shall be amended in its entirety to provide for transferability of
stock options as follows:
5. Transferability of Option. Except as set forth below, the Option
granted hereunder shall not be transferable by the Optionee otherwise than
by will or operation of the laws of descent and distribution or pursuant to
a qualified domestic relations order as defined in the Code or Title 1 of
the Employee Retirement Income Security Act of 1974, as amended, or the
rules thereunder; provided, however, that the Option may be transferable,
without payment of consideration, to immediate family members of the
Optionee or to trusts or partnerships for such family members.
