Non-Qualified Stock Option Sample Contracts

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MODINE MANUFACTURING COMPANY NON-QUALIFIED STOCK OPTION AWARD AGREEMENT
Non-Qualified Stock Option • October 6th, 2020 • Modine Manufacturing Co • Motor vehicle parts & accessories

We are pleased to inform you that you have been granted an Option to purchase shares of Common Stock of Modine Manufacturing Company (the “Company”), subject to the terms and conditions of the Modine Manufacturing Company 2020 Incentive Compensation Plan (the “Plan”) and of this Award Agreement. Unless otherwise defined herein, all terms used in this Award Agreement shall have the same meanings as set forth in the Plan.

OSI PHARMACEUTICALS, INC. AMENDED AND RESTATED STOCK INCENTIVE PLAN NON- QUALIFIED STOCK OPTION
Non-Qualified Stock Option • February 24th, 2010 • Osi Pharmaceuticals Inc • In vitro & in vivo diagnostic substances • England and Wales

THIS NON-QUALIFIED STOCK OPTION (this “Option”), by and between OSI PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), to Jonathan Rachman (the “Optionee”), an employee of Prosidion Limited (the “UK Subsidiary”), is entered into as of the date set forth beneath the Optionee’s name below. The Option is granted subject to a condition that any liability of the UK Subsidiary (as employer or former employer of the Optionee) to pay secondary national insurance contributions (“Secondary NIC”) in respect of the exercise, assignment or release of the Option shall be the liability of the Optionee and payable by the Optionee and that the Optionee shall be required to enter into an election in the form envisaged in Paragraph 313(1) of Schedule 1 to the Social Security Contributions and Benefits Act 1992 (“Election”) to that effect when required to do so by the UK Subsidiary provided that the Committee may in its discretion at any time or times release the Optionee from this liability o

MODINE MANUFACTURING COMPANY NON-QUALIFIED STOCK OPTION AWARD AGREEMENT
Non-Qualified Stock Option • May 29th, 2015 • Modine Manufacturing Co • Motor vehicle parts & accessories

We are pleased to inform you that you have been granted an Option to purchase shares of Common Stock of Modine Manufacturing Company (the "Company"), subject to the terms and conditions of the Modine Manufacturing Company 2008 Incentive Compensation Plan (the "Plan") and of this Award Agreement. Unless otherwise defined herein, all terms used in this Award Agreement shall have the same meanings as set forth in the Plan.

FORM FOR DIRECTOR NON - QUALIFIED STOCK OPTION
Non - Qualified Stock Option • November 30th, 2000 • Lifepoint Inc • Surgical & medical instruments & apparatus

STOCK OPTION AGREEMENT (hereinafter called this "Agreement") made as of this __ day of _________, ____ between LIFEPOINT, INC., a Delaware corporation (hereinafter called the "Corporation"), and ____________ _________________ (hereinafter called the "Optionee").

MODINE MANUFACTURING COMPANY NON-QUALIFIED STOCK OPTION AWARD AGREEMENT
Non-Qualified Stock Option • May 31st, 2013 • Modine Manufacturing Co • Motor vehicle parts & accessories

We are pleased to inform you that you have been granted an Option to purchase shares of Common Stock of Modine Manufacturing Company (the “Company”), subject to the terms and conditions of the Modine Manufacturing Company 2008 Incentive Compensation Plan (the “Plan”) and of this Award Agreement. Unless otherwise defined herein, all terms used in this Award Agreement shall have the same meanings as set forth in the Plan.

AGENTUS THERAPEUTICS, INC. NON-QUALIFIED STOCK OPTION STOCK OPTION AGREEMENT
Non-Qualified Stock Option • September 14th, 2021 • MiNK Therapeutics, Inc. • Biological products, (no disgnostic substances)

This agreement (this “Agreement”) evidences a Stock Option granted by AgenTus Therapeutics, Inc. (the “Company”) to the individual named above (the “Grantee”), pursuant to and subject to the terms of the AgenTus Therapeutics, Inc. 2018 Equity Incentive Plan (as amended from time to time, the “Plan”). Except as otherwise defined herein, all capitalized terms used herein have the same meaning as in the Plan.

Non-Qualified Stock Option Award Agreement
Non-Qualified Stock Option • March 30th, 2016 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control

Effective as of __[Date]__ (“Grant Date”), the Company hereby grants to _[Employee]_ an option (the “Options”) to purchase up to: [# of Shares] shares of Common Stock (each, a “Share” and collectively, the “Shares”) for $[Price] per Share until [4th Anniversary of Grant Date] (the “Expiration Date”) on the terms of this Agreement (the “Terms”) and the 2015 Sypris Omnibus Plan (as amended from time to time, the “Plan”) as follows:

NON-QUALIFIED STOCK OPTION
Non-Qualified Stock Option • January 19th, 2005 • Energizer Holdings Inc • Miscellaneous electrical machinery, equipment & supplies

ENERGIZER HOLDINGS, INC. (the "Company"), effective January 14, 2005, grants this Non-Qualified Stock Option to _______________ ("Optionee") to purchase a total of _______ shares of Common Stock of the Company ("Common Stock") at a price of $[closing price on date of grant] per share pursuant to its Energizer Holdings, Inc. 2000 Incentive Stock Plan (the "Plan"). Subject to the provisions of the Plan and the following terms, Optionee may exercise this Option from time to time by tendering to the Company written notice of exercise together with the purchase price in cash, or in shares of Common Stock at their Fair Market Value as determined by the Nominating and Executive Compensation Committee (the “Committee”), provided that such shares have been held for at least six months.

RECITALS: __________
Non-Qualified Stock Option • January 11th, 1999 • Caldera Corp /Fl/ • Metal mining
NON-QUALIFIED STOCK OPTION
Non-Qualified Stock Option • October 25th, 2004 • Energizer Holdings Inc • Miscellaneous electrical machinery, equipment & supplies

ENERGIZER HOLDINGS, INC. (the "Company"), effective October 19, 2004, grants this Non-Qualified Stock Option to _______________ ("Optionee") to purchase a total of _______ shares of Common Stock of the Company ("Common Stock") at a price of $46.13 per share pursuant to its Energizer Holdings, Inc. 2000 Incentive Stock Plan (the "Plan"). Subject to the provisions of the Plan and the following terms, Optionee may exercise this Option from time to time by tendering to the Company written notice of exercise together with the purchase price in cash, or in shares of Common Stock at their Fair Market Value as determined by the Nominating and Executive Compensation Committee (the “Committee”), provided that such shares have been held for at least six months.

INGRAM MICRO INC.
Non-Qualified Stock Option • January 2nd, 2008 • Ingram Micro Inc • Wholesale-computers & peripheral equipment & software • Delaware
Non-Qualified Stock Option Grant Agreement
Non-Qualified Stock Option • May 25th, 2012 • Heidrick & Struggles International Inc • Services-employment agencies • Illinois

This Non-Qualified Stock Option Grant Agreement (the “Agreement”) is dated as of this of , 20 and sets forth the terms and conditions of the Award described below made by Heidrick & Struggles International, Inc. (the “Company”) to (the “Participant”), pursuant to the 2012 Heidrick & Struggles GlobalShare Program (the “Program”).

NON-QUALIFIED STOCK OPTION
Non-Qualified Stock Option • December 29th, 2005 • Talk America Holdings Inc • Radiotelephone communications
REPAY HOLDINGS CORPORATION PERFORMANCE-BASED NON-QUALIFIED STOCK OPTION AWARD AGREEMENT
Non-Qualified Stock Option • March 23rd, 2023 • Repay Holdings Corp • Services-business services, nec

THIS PERFORMANCE-BASED NON-QUALIFIED STOCK OPTION AWARD AGREEMENT (the “Award Document”) is hereby granted as of the “Grant Date” set forth below by Repay Holdings Corporation, a Delaware corporation (“Repay”), to the “Grantee” identified below pursuant to the Repay Holdings Corporation Omnibus Incentive Plan (as amended, the “Plan”) and subject to the terms and conditions set forth therein and as set out in this Award Document. Capitalized terms used herein shall, unless otherwise required by the context, have the meaning ascribed to such terms in the Plan.

NON-QUALIFIED STOCK OPTION AWARD AGREEMENT
Non-Qualified Stock Option • December 7th, 2004 • Caraustar Industries Inc • Paperboard mills • North Carolina

THIS NON-QUALIFIED STOCK OPTION AWARD AGREEMENT, entered into as of the Grant Date, is by and between the Participant and Caraustar Industries, Inc. (the “Company”).

SOUTHWESTERN ENERGY COMPANY NON-QUALIFIED STOCK OPTION (Not Transferable)
Non-Qualified Stock Option • December 29th, 2004 • Southwestern Energy Co • Crude petroleum & natural gas

THIS CERTIFIES, that SOUTHWESTERN ENERGY COMPANY, an Arkansas corporation (the "Company"), has, as of the ___ day of _________, , granted to ____________________ (the "Participant"), a Non-Qualified Stock Option to purchase ______ shares (the "Optioned Shares") of the Company's Common Stock ($.10 par value) ("Company Stock") on the terms and conditions of the SOUTHWESTERN ENERGY COMPANY 2004 STOCK INCENTIVE PLAN, as may be amended from time to time (the "Plan").

MODINE MANUFACTURING COMPANY NON-QUALIFIED STOCK OPTION AWARD AGREEMENT
Non-Qualified Stock Option • August 5th, 2021 • Modine Manufacturing Co • Motor vehicle parts & accessories

We are pleased to inform you that you have been granted an Option to purchase shares of Common Stock of Modine Manufacturing Company (the “Company”), subject to the terms and conditions of the Modine Manufacturing Company 2020 Incentive Compensation Plan (the “Plan”) and of this Award Agreement. Unless otherwise defined herein, all terms used in this Award Agreement shall have the same meanings as set forth in the Plan.

NON-QUALIFIED STOCK OPTION
Non-Qualified Stock Option • March 30th, 2010 • Patrick Industries Inc • Millwood, veneer, plywood, & structural wood members • Indiana

THIS NON-QUALIFIED STOCK OPTION granted this _______ day of ____, 20XX (the “Grant Date”), by PATRICK INDUSTRIES, INC. (hereinafter called the "Company"), to “_____________” (hereinafter called the "Employee"), pursuant to the Patrick Industries, Inc. ______ Stock Option Program, as Amended and Restated (the “Plan”). Capitalized terms not otherwise defined herein shall have the meanings assigned to such terms in the Plan.

NON-QUALIFIED STOCK OPTION AGREEMENT FOR
Non-Qualified Stock Option • November 9th, 2016 • Lifelock, Inc. • Services-computer processing & data preparation • Delaware
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SOUTHWESTERN ENERGY COMPANY NON-QUALIFIED STOCK OPTION (Not Transferable)
Non-Qualified Stock Option • March 8th, 2005 • Southwestern Energy Co • Crude petroleum & natural gas

THIS CERTIFIES, that SOUTHWESTERN ENERGY COMPANY, an Arkansas corporation (the "Company"), has, as of the ___ day of _________, _______, granted to ____________________ (the "Participant"), a Non-Qualified Stock Option to purchase ______ shares (the "Optioned Shares") of the Company's Common Stock ($.10 par value) ("Company Stock") on the terms and conditions of the SOUTHWESTERN ENERGY COMPANY 2004 STOCK INCENTIVE PLAN, as may be amended from time to time (the "Plan").

SBT Bancorp, Inc. 2011 Stock Award and Option Plan
Non-Qualified Stock Option • August 15th, 2011 • SBT Bancorp, Inc. • State commercial banks

This Agreement, is made as of the grant date indicated in Section 3 below, and between SBT Bancorp, Inc. (the “Company”), and the undersigned individual (the “Optionee”), pursuant to the SBT Bancorp, Inc. 2011 Stock Award and Option Plan (the “Plan”). (Terms not defined herein shall have the same meaning as in the Plan.)

NON-QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option • July 28th, 2022 • Cullen/Frost Bankers, Inc. • National commercial banks • Texas

Agreement made this [•] day of [•], [•] (“Grant Date”) between Cullen/Frost Bankers, Inc., a Texas corporation (the “Company”), and [•] (“Employee”). All capitalized terms used in the Agreement shall have the same meaning given the terms in the Plan (as defined below).

MAGELLAN PETROLEUM CORPORATION NON-QUALIFIED STOCK OPTION PERFORMANCE AWARD AGREEMENT
Non-Qualified Stock Option • February 9th, 2009 • Magellan Petroleum Corp /De/ • Crude petroleum & natural gas

This Agreement, made as of the grant date indicated in Section 3 below (the “Grant Date”), and between Magellan Petroleum Corporation, a Delaware corporation (the “Company”), and the undersigned individual (the “Optionee”), pursuant to the Magellan Petroleum Corporation 1998 Stock Option Plan, as amended on October 24, 2007, as further amended and renamed the “1998 Stock Incentive Plan” on December 11, 2008 (the “Plan”). Terms used but not defined herein shall have the same meaning as in the Plan).

EXTERRAN HOLDINGS, INC. AWARD NOTICE TIME-VESTED NON-QUALIFIED STOCK OPTION FIRST AMENDMENT
Non-Qualified Stock Option • February 26th, 2009 • Exterran Holdings Inc. • Services-equipment rental & leasing, nec

THIS FIRST AMENDMENT TO THE EXTERRAN HOLDINGS, INC. AWARD NOTICE FOR TIME-VESTED NON-QUALIFIED STOCK OPTION (the “Amendment”) is entered into by and between Exterran Holdings, Inc., a Delaware corporation (the “Company”), and Stephen A. Snider (the “Participant”).

INGRAM MICRO INC.
Non-Qualified Stock Option • January 2nd, 2008 • Ingram Micro Inc • Wholesale-computers & peripheral equipment & software • Delaware
AGREEMENT APPLIED ENERGETICS, INC.
Non-Qualified Stock Option • February 5th, 2009 • Applied Energetics, Inc. • Search, detection, navagation, guidance, aeronautical sys • Delaware

AGREEMENT made as of the ____ day of 2009 (the “Grant Date”) between Applied Energetics, Inc. (the “Company”), a Delaware corporation, having a principal place of business in Tucson, Arizona and ________________ (the “Grantee”) residing at ____________.

WESTELL TECHNOLOGIES, INC. AMENDMENT NO. 1 TO NON-QUALIFIED STOCK OPTION
Non-Qualified Stock Option • February 5th, 2016 • Westell Technologies Inc • Telephone & telegraph apparatus
FORM OF
Non-Qualified Stock Option • September 6th, 2018 • Community First Bancshares, Inc. • Savings institution, federally chartered

This non-qualified stock option agreement ("Option" or "Agreement") is and will be subject in every respect to the provisions of the 2018 Equity Incentive Plan (the "Plan") of Community First Bancshares, Inc. (the "Company") which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided or made available to each person granted a stock option pursuant to the Plan. The holder of this Option (the "Participant") hereby accepts this Option, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the committee responsible for administering the Plan (the "Committee") will be final, binding and conclusive upon the Participant and the Participant's heirs, legal representatives, successors and permitted assigns. Except where the context otherwise requires, the term "Company" will include the parent and all

Non-Qualified Stock Option Award Agreement
Non-Qualified Stock Option • August 17th, 2010 • Sypris Solutions Inc • Industrial instruments for measurement, display, and control

Effective as of __[Date]__ (“Grant Date”), the Company hereby grants to [Employee] an option (the “Options”) to purchase up to: [# of Shares] shares of Common Stock (each, a “Share” and collectively, the “Shares”) for $[Price] per Share until [6th Anniversary of Grant Date] (“Expiration Date”) on the terms of this Agreement (the “Terms”), the attached Program, and the 2010 Sypris Omnibus Plan (“Plan”) as follows:

NON-QUALIFIED STOCK OPTION
Non-Qualified Stock Option • March 30th, 2020 • 1895 Bancorp of Wisconsin, Inc. • Savings institutions, not federally chartered

This non-qualified stock option agreement (“Option” or “Agreement”) is and will be subject in every respect to the provisions of the 2020 Equity Incentive Plan (the “Plan”) of 1895 Bancorp of Wisconsin, Inc. (the “Company”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided or made available to each person granted a stock option pursuant to the Plan. The holder of this Option (the “Participant”) hereby accepts this Option, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the committee responsible for administering the Plan (the “Committee”) will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Except where the context otherwise requires, the term “Company” will include the parent and all p

ORLEANS HOMEBUILDERS, INC. NON-QUALIFIED STOCK OPTION
Non-Qualified Stock Option • June 23rd, 2006 • Orleans Homebuilders Inc • Operative builders

THIS NON-QUALIFIED STOCK OPTION (the “Option”) is granted this ________ day of _______, 20__ by Orleans Homebuilders, Inc., a Delaware corporation (the “Company”), to _________________ (the “Optionee”) pursuant to the Orleans Homebuilders, Inc. 2004 Omnibus Stock Incentive Plan, as amended and restated (the “Plan”). All capitalized terms used herein shall have the same meaning as set forth in the Plan except as otherwise specifically provided or as may be required by context. This Option is subject in all regards to the terms, conditions and limitations set forth in the Plan.

MW BANCORP, INC. NON-QUALIFIED STOCK OPTION AWARD AGREEMENT
Non-Qualified Stock Option • May 19th, 2016 • MW Bancorp, Inc. • State commercial banks • Ohio

MW Bancorp, Inc. (the “Company”) hereby grants the undersigned Participant a Non-Qualified Stock Option Award (the “Options”), subject to the terms and conditions described in the MW Bancorp, Inc. 2016 Equity Incentive Plan (the “Plan”) and this Non-Qualified Stock Option Award Agreement (this “Award Agreement”).

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