CARDINAL HEALTH, INC. RESTRICTED SHARE UNITS AGREEMENTRestricted Share Units Agreement • August 10th, 2017 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries • Ohio
This Restricted Share Units Agreement (this “Agreement”) is entered into in Franklin County, Ohio. On [grant date] (the “Grant Date”), Cardinal Health, Inc., an Ohio corporation (the “Company”), has awarded to [employee name] (“Awardee”) [# of shares] Stock 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 “Shares”) to Awardee as set forth in this Agreement. The Restricted Share Units have been granted pursuant to the Amended Cardinal Health, Inc. 2011 Long-Term Incentive Plan (the “Plan”), and are subject to all provisions of the Plan, which are incorporated in this Agreement by reference, and are subject to the provisions of this Agreement. Capitalized terms used in this Agreement which are not specifically defined have the meanings ascribed to such terms in the Plan.
CARDINAL HEALTH, INC. NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • August 10th, 2017 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries • Ohio
This Nonqualified Stock Option Agreement (this “Agreement”) is entered into in Franklin County, Ohio. On [date of grant] (the “Grant Date”), Cardinal Health, Inc., an Ohio corporation (the “Company”), has awarded to [employee name] (“Awardee”), a Nonqualified Stock Option (the “Option”) to purchase [# of shares] common shares, without par value, of the Company (the “Shares”) for an exercise price of [$X.XX] per share. The Option has been granted under the Amended Cardinal Health, Inc. 2011 Long-Term Incentive Plan (the “Plan”), and will include and be subject to all provisions of the Plan, which are incorporated in this Agreement by reference, and will be subject to the provisions of this Agreement. Capitalized terms used in this Agreement which are not specifically defined will have the meanings ascribed to such terms in the Plan. [CLIFF ALTERNATIVE: This Option vests and becomes exercisable on the [ ] anniversary of the Grant Date (the “Vesting Date”), subject to the provisions of th
CARDINAL HEALTH, INC. PERFORMANCE SHARE UNITS AGREEMENTPerformance Share Units Agreement • August 10th, 2017 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries • Ohio
This Performance Share Units Agreement (this “Agreement”) is entered into in Franklin County, Ohio. On [grant date] (the “Grant Date”), Cardinal Health, Inc., an Ohio corporation (the “Company”), has awarded to [employee name] (“Awardee”) [target # of units] performance-based Stock Units (the “Performance Share Units” or “Award”). The Performance Share Units have been granted pursuant to the Amended Cardinal Health, Inc. 2011 Long-Term Incentive Plan (the “Plan”), and are subject to all provisions of the Plan, which are incorporated in this Agreement by reference, and are subject to the provisions of this Agreement. Capitalized terms used in this Agreement which are not specifically defined have the meanings ascribed to them in the Plan.
AMENDMENT NO. 1 TO STOCK AND ASSET PURCHASE AGREEMENTStock and Asset Purchase Agreement • August 10th, 2017 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries
This AMENDMENT NO. 1, dated as of July 28, 2017 (this “Amendment”), to the Stock and Asset Purchase Agreement, dated as of April 18, 2017 (the “Purchase Agreement”), is by and between Medtronic plc, an Irish public limited company (“Seller”), and Cardinal Health, Inc., an Ohio corporation (“Buyer”).
