NON QUALIFIED STOCK OPTION AGREEMENT
QUAD CITY HOLDINGS, INC. STOCK INCENTIVE PLAN
A. A STOCK OPTION for a total of ___ shares of Common Stock, par value $1.00,
of Quad City Holdings, Inc., a Delaware corporation, (herein the "Company")
is hereby granted to ________ ________, (herein the "Optionee"), subject in
all respects to the terms and provisions of the Quad City Holdings, Inc.
1997 Stock Incentive Plan (herein the "Plan"), dated November 20, 1996,
which has been adopted by the Company and which is incorporated herein by
reference.
B. The option price as determined by the Board of Directors of the Company is
__________ dollars and __ cents ($__.__) per share.
C. This Option may not be exercised if the issuance of shares of Common Stock
of the Company upon such exercise would constitute a violation of any
applicable Federal or State securities or other law or valid regulation.
The Optionee, as a condition to his/her exercise of this Option, shall
represent to the Company that the shares of Common Stock of the Company
that he/she acquires under this Option are being acquired by him/her for
investment and not with a present view to distribution or resale, unless
counsel for the Company is then of the opinion that such a representation
is not required under the Securities Act of 1933 or any other applicable
law, regulation, or rule of any governmental agency.
D. This Option may not be transferred in any manner otherwise than by will or
the laws of descent and distribution, and may be exercised during the
lifetime of the Optionee only by him/her. The terms of this Option shall be
binding upon the executors, administrators, heirs, successors, and assigns
of the Optionee.
E. This Option may not be exercised more than ten (10) years from the date of
its grant, and may be exercised during such term only in accordance with
the terms of the Plan.
F. This Option shall vest at a rate of 20% per year, with the first 20% being
vested on ____ __, ____.
Dated _____________________, ____
QUAD CITY HOLDINGS, INC.
By
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President
ATTEST:
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The Optionee acknowledges receipt of a copy of the Plan, a copy of which is
annexed hereto, and represents that he/she is familiar with the terms and
provisions thereof. The Optionee hereby accepts this Option subject to all the
terms and provisions of the Plan. The Optionee hereby agrees to accept as
binding, conclusive, and final all decisions and interpretations of the Board of
Directors and, where applicable, the Compensation and Benefits Committee, upon
any questions arising under the Plan. As a condition to the issuance of shares
of Common Stock of the Company under this Option, the Optionee agrees to remit
to the Company at the time of any exercise of the Option any taxes required to
be withheld by the Company under Federal, State, or Local law as a result of the
exercise of this Option.
Dated _____________________ , ____
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Optionee
