BROOKTROUT, INC. 2001 STOCK OPTION AND INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENTOption and Incentive Plan Incentive Stock Option Agreement • September 24th, 2004 • Brooktrout Inc • Telephone & telegraph apparatus
Pursuant to its 2001 Stock Option and Incentive Plan (the “Plan”), Brooktrout, Inc. (the “Company”) hereby grants to [ ] (the “Optionee”) an Option (the “Option”) to purchase, on or prior to [ ] (the “Expiration Date”), all or any part of [ ] shares of Common Stock of the Company, par value $0.01 per share (the “Option Shares”) at a price of $[ ] per share in accordance with the schedule set forth in Section 1 hereof and subject to the terms and conditions set forth hereinafter and in the Plan. This Option shall be construed in a manner to qualify it as an incentive stock option under Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”), subject to the terms of Section 9 below.
BROOKTROUT, INC 1992 STOCK INCENTIVE PLAN NON-EMPLOYEE DIRECTOR NON-QUALIFIED STOCK OPTION AGREEMENT1992 Stock Incentive • September 24th, 2004 • Brooktrout Inc • Telephone & telegraph apparatus
Pursuant to its 1992 Stock Incentive Plan (the “Plan”), Brooktrout, Inc. (the “Company”) hereby grants to [ ] (the “Optionee”), an Eligible Director (as deferred in the Plan) an Option to purchase on or prior to the tenth anniversary of this Agreement (the “Expiration Date”) all or any part of [ ] shares of Common Stock of the Company, par value $0.01 per share (the Option Shares”) at a price of $[ ] per share in accordance with the schedule set forth in Section 1 hereof and subject to the terms and conditions set forth hereinafter and in the Plan. This Option is granted pursuant to Section 5 (c) of the Plan and does not qualify as an incentive stock option under Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”); consequently, it shall be treated as a non-qualified stock option for tax purposes.
