Nonqualified Stock Option Award Agreement Sample Contracts

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The Wendy's Co – NONQUALIFIED STOCK OPTION AWARD AGREEMENT (The "Agreement") UNDER THE WENDY'S COMPANY (November 8th, 2017)

The Wendy's Company (the "Company"), pursuant to the provisions of The Wendy's Company 2010 Omnibus Award Plan (as amended, the "Plan"), hereby irrevocably grants to _______________________ (the "Optionee") the right and option (the "Option") to purchase ___________ shares of Common Stock, par value $0.10 per share (the "Common Stock"), of the Company upon and subject to the following terms and conditions:

The Clorox Company 2005 Stock Incentive Plan Nonqualified Stock Option Award Agreement (November 1st, 2017)

The Clorox Company, a Delaware company (the "Company"), grants to the Optionee named below an option (the "Option") to purchase, in accordance with the terms of The Clorox Company 2005 Stock Incentive Plan (the "Plan") and this nonqualified stock option agreement (the "Agreement"), the number of shares of Common Stock of the Company (the "Shares") at the exercise price per share (the "Exercise Price") set forth as follows:

Meredith Corporation Nonqualified Stock Option Award Agreement for Employees* (August 29th, 2017)

THIS AGREEMENT (the "Agreement"), effective as of the date set forth in the Notice, is between Meredith Corporation, an Iowa corporation (the "Company") and the Optionee named in the Notice (the "Optionee"), and is subject to all applicable provisions of the Plan and the Plan's Prospectus. The parties hereto agree as follows:

Meredith Corporation Nonqualified Stock Option Award Agreement for Non-Employee Directors* (August 29th, 2017)

This Agreement, effective as of the date set forth in the notice of the grant ("Notice of Grant"), is made between Meredith Corporation, an Iowa corporation (the "Company"), and the individual named in the Notice of Grant (the "Director"), covering one or more grants of Nonqualified Stock Options by the Company to the Director (the "Award") under the Meredith Corporation 2014 Stock Incentive Plan (the "Plan"). This Agreement is subject to all applicable provisions of the Plan and the Plan's Prospectus. Any capitalized terms used herein that are otherwise undefined shall have the same meaning provided in the Plan.

Darden Restaurants, Inc. 2015 Omnibus Incentive Plan Fy 20[__] Nonqualified Stock Option Award Agreement (July 21st, 2017)

This Nonqualified Stock Option Award Agreement (the "Agreement") is between Darden Restaurants, Inc., a Florida corporation (the "Company" or "Corporation"), and you, a person notified by the Company and identified in the Company's records, as the recipient of a Nonqualified Stock Option grant during the Company's fiscal year 20[__]. This Agreement is effective as of the Grant Date communicated to you and set forth in the Company's records.

PQ Group Holdings Inc. – Form of Pq Group Holdings Inc. Stock Incentive Plan Nonqualified Stock Option Award Agreement (June 9th, 2017)

THIS AGREEMENT (this Award Agreement) is made effective as of (the Date of Grant) by and between PQ Group Holdings Inc., a Delaware corporation (the Company), and (the Participant). Capitalized terms not otherwise defined herein shall have the meanings set forth in the PQ Group Holdings Inc. Stock Incentive Plan (formerly known as the Second Amended and Restated PQ Holdings Inc. Stock Incentive Plan; the Plan); provided that, if the Participant is party to an employment agreement with the Company or any of its Subsidiaries that is then in effect, the terms Disability, Retirement or Cause shall, if defined in such employment agreement, have the meanings ascribed to such terms in such employment agreement).

Aralez Pharmaceuticals Inc. – Aralez Pharmaceuticals Inc. Amendment to Nonqualified Stock Option Award Agreements (June 7th, 2017)

This Amendment (this Amendment) to (i) the Nonqualified Stock Option Award Agreement, dated as of June 16, 2016 (the 2016 Agreement) and (ii) the Nonqualified Stock Option Award Agreement, dated as of May 11, 2017 (the 2017 Agreement and together with the 2016 Agreement, the Agreements), by and between Aralez Pharmaceuticals Inc. Inc. (the Company) and Jason Aryeh (the Participant), is dated as of June 7, 2017.

Rosetta Stone – Rosetta Stone Inc. 2009 Omnibus Incentive Plan Cover Sheet to Long Term Performance-Based Nonqualified Stock Option Award Agreement (May 9th, 2017)

Rosetta Stone Inc., a Delaware corporation (the "Company"), hereby grants an option to purchase shares of its Class B Common Stock, $.00005 par value (the "Stock"), to the optionee named below (the "Option"). The terms and conditions of the Option are set forth in the Long Term Performance-Based Nonqualified Stock Option Award Agreement and in the Rosetta Stone Inc. 2009 Omnibus Incentive Plan, as amended (the "Plan").

Rosetta Stone – Rosetta Stone Inc. 2009 Omnibus Incentive Plan Cover Sheet to Annual Performance-Based Nonqualified Stock Option Award Agreement (May 9th, 2017)

Rosetta Stone Inc., a Delaware corporation (the "Company"), hereby grants an option to purchase shares of its Class B Common Stock, $.00005 par value (the "Stock"), to the optionee named below (the "Option"). The terms and conditions of the Option are set forth in the Annual Performance-Based Nonqualified Stock Option Award Agreement and in the Rosetta Stone Inc. 2009 Omnibus Incentive Plan, as amended (the "Plan").

West Bancorporation – 2017 Equity Incentive Plan Nonqualified Stock Option Award Agreement (April 28th, 2017)

The Participant specified below is hereby granted a nonqualified stock option (the "Option") by WEST BANCORPORATION, INC., an Iowa corporation (the "Company"), under the WEST BANCORPORATION, INC. 2017 EQUITY INCENTIVE PLAN (the "Plan"). The Option shall be subject to the terms of the Plan and the terms set forth in this Nonqualified Stock Option Award Agreement ("Award Agreement").

Lakeland Financial Corporation – Lakeland Financial Corporation 2017 Equity Incentive Plan Nonqualified Stock Option Award Agreement (April 13th, 2017)

The Participant specified below is hereby granted a nonqualified stock option (the "Option") by Lakeland Financial Corporation, an Indiana corporation (the "Company"), under the Lakeland Financial Corporation 2017 Equity Incentive Plan (the "Plan"). The Option shall be subject to the terms of the Plan and the terms set forth in this Nonqualified Stock Option Award Agreement ("Award Agreement").

A. Schulman, Inc. – Nonqualified Stock Option Award Agreement (April 4th, 2017)

Nature of Award. Effective as of the date (the "Grant Date") specified in the attached Notice of Grant (the "Grant Notice"), the Company hereby grants to the individual identified in the Grant Notice (the "Participant") an award of Nonqualified Stock Options ("Options") as set forth in the Grant Notice (the "Award"). The Award is subject to the terms and conditions described in the Grant Notice, this Nonqualified Stock Option Award Agreement ("Award Agreement"), and the Plan. The Options are nonqualified stock options which are not intended to be governed by Section 422 of the Code or qualify as Incentive Stock Options thereunder.

Bioverativ Inc. – Nonqualified Stock Option Award Agreement Granted Under Bioverativ Inc. 2017 Non-Employee Directors Equity Plan (March 24th, 2017)
Bioverativ Inc. – Nonqualified Stock Option Award Agreement Granted Under Bioverativ Inc. 2017 Omnibus Equity Plan (March 24th, 2017)
Hemisphere Media – Hemisphere Media Group, Inc. Amended and Restated 2013 Equity Incentive Plan Nonqualified Stock Option Award Agreement (March 15th, 2017)

THIS NONQUALIFIED STOCK OPTION AWARD AGREEMENT (the Agreement), is made, effective as of (hereinafter the Date of Grant), between Hemisphere Media Group, Inc. (the Company), and (the Participant).

Hemisphere Media – Nonqualified Stock Option Award Agreement (March 15th, 2017)

THIS NONQUALIFIED STOCK OPTION AWARD AGREEMENT (the Agreement), is made, effective as of (hereinafter the Date of Grant), between Hemisphere Media Group, Inc. (the Company), and (the Participant).

NCS Multistage Holdings, Inc. – Pioneer Super Holdings, Inc. 2012 Equity Incentive Plan NONQUALIFIED STOCK OPTION AWARD AGREEMENT (March 9th, 2017)

THIS NONQUALIFIED STOCK OPTION AWARD AGREEMENT (the Award Agreement) by and between Pioneer Super Holdings, Inc., a Delaware corporation (the Company), and (the Participant) is made effective as of , 2012 (the Date of Grant).

Schneider National, Inc. – Schneider National, Inc. Nonqualified Stock Option Award Agreement (March 7th, 2017)

THIS NONQUALIFIED STOCK OPTION AWARD AGREEMENT (this Agreement), dated as of [ ] (the Date of Grant), is made by and between Schneider National, Inc., a Wisconsin corporation (the Company), and [ ] (the Participant).

PRIMERICA, INC. Nonqualified Stock Option Award Agreement (February 27th, 2017)

Primerica, Inc. ("Primerica") hereby grants to [NAME] (the "Participant") Non-Qualified Stock Options (the "Options") pursuant to the Primerica, Inc. Amended and Restated 2010 Omnibus Incentive Plan (the "Plan"), subject to the conditions and restrictions detailed in the Plan and in this Nonqualified Stock Option Award Agreement (the "Award Agreement"). Terms applicable to the Options are contained in the Plan and in this Award Agreement (the "Agreement"). Capitalized terms not defined herein shall have the meaning assigned to such terms in the Plan.

Marathon Oil Corporation 2016 Incentive Compensation Plan Nonqualified Stock Option Award Agreement [Grant Date] (February 24th, 2017)

Pursuant to this Award Agreement, MARATHON OIL CORPORATION (the "Corporation") hereby grants to [NAME] (the "Optionee"), an employee of the Corporation or a Subsidiary, on [DATE] (the "Grant Date"), a right (the "Option") to purchase from the Corporation [NUMBER] shares of Common Stock of the Corporation at a grant price of $[PRICE] per share (the "Grant Price"), pursuant to the Marathon Oil Corporation 2016 Incentive Compensation Plan (the "Plan"), with such number of shares and such price per share being subject to adjustment as provided in Section 13 of the Plan, and further subject to the following terms and conditions:

Nonqualified Stock Option Award Agreement (February 24th, 2017)

THIS NON QUALIFIED STOCK OPTION AWARD AGREEMENT (this "Agreement"), evidences the grant of a nonqualified stock option (the "Option") by FARO Technologies, Inc., a Florida corporation (the "Company"), to the Optionee named above, on the date indicated above, pursuant to the provisions of the Plan.

Lyondellbasell Industries Nv – Lyondellbasell Industries 2017 Nonqualified Stock Option Award Agreement (February 23rd, 2017)

By letter (the Grant Letter), effective as of the date specified in the Grant Letter (the Grant Date), LyondellBasell Industries N.V. (the Company), pursuant to the LyondellBasell Industries 2017 Long-Term Incentive Plan (the Plan), has granted to the Participant a right (the Option) to purchase from the Company up to but not exceeding in the aggregate the number of shares of Common Stock (as defined in the Plan) (the Option Shares) specified in the Grant Letter at the Grant Price per Option Share specified in the Grant Letter, such number of shares and such price per share being subject to adjustment as provided in the Plan, and further subject to the following terms and conditions (the Award Agreement):

American Express Company 2016 Incentive Compensation Plan [ ] Nonqualified Stock Option Award Agreement (Band 99) (February 17th, 2017)

This [ ] Nonqualified Stock Option Award Agreement (Band 99) sets forth the terms and conditions of the Nonqualified Stock Options granted by American Express Company pursuant to the Companys 2016 Incentive Compensation Plan to select employees in Band 99 during [ ]. Capitalized terms used herein have the meanings given such terms herein or by Appendix A.

Heritage Financial Corporation – Heritage Financial Corporation 2014 Omnibus Equity Plan Nonqualified Stock Option Award Agreement (February 1st, 2017)

The Participant specified below has been granted a nonqualified stock option (the "Option") by HERITAGE FINANCIAL CORPORATION, a Washington corporation (the "Company"), under the HERITAGE FINANCIAL CORPORATION 2014 OMNIBUS EQUITY PLAN (the "Plan"). The Option shall be subject to the terms of the Plan and the terms set forth in this Nonqualified Stock Option Award Agreement ("Award Agreement").

The SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN (Effective January 27, 2017) NONQUALIFIED STOCK OPTION AWARD AGREEMENT FOR EMPLOYEES NONQUALIFIED STOCK OPTION GRANTED TO [Grantee's Name] ON [Grant Date] (January 30th, 2017)
Columbia Laboratories, Inc. – Juniper Pharmaceuticals, Inc. Inducement Nonqualified Stock Option Award Agreement (December 23rd, 2016)

THIS AGREEMENT (the Agreement) is made effective as of the day of January, 2017 (hereinafter called the Date of Grant), between Juniper Pharmaceuticals, Inc., a Delaware corporation (hereinafter called the Company), and Jeffrey Young (hereinafter called the Participant), as a material inducement to Participant becoming a senior executive of the Company.

Cytomedix, Inc. New – Nuo Therapeutics, Inc. Nonqualified Stock Option Award Agreement (November 14th, 2016)

Nuo Therapeutics, Inc., a Delaware corporation (the "Company"), is pleased to grant to the Eligible Person signing below ("you" or "Grantee") the stock option (the "Option") described herein under the Nuo Therapeutics, Inc. 2016 Omnibus Incentive Compensation Plan (as amended, the "Plan"). This Nonqualified Stock Option Award Agreement (this "Agreement") is the Award Agreement for the Option. For tax purposes, this Option shall not be treated as an Incentive Stock Option.

The Clorox Company 2005 Stock Incentive Plan Nonqualified Stock Option Award Agreement (November 2nd, 2016)

NOTICE OF STOCK OPTION GRANT The Clorox Company, a Delaware company (the Company), grants to the Optionee named below an option (the Option) to purchase, in accordance with the terms of The Clorox Company 2005 Stock Incentive Plan (the Plan) and this nonqualified stock option agreement (the Agreement), the number of shares of Common Stock of the Company (the Shares) at the exercise price per share (the Exercise Price) set forth as follows:

Nonqualified Stock Option Award Agreement (October 27th, 2016)

This Nonqualified Stock Option Award Agreement (the "Option Agreement") is made by and between Acuity Brands, Inc., a Delaware corporation (the "Company"), and Optionee, effective as of the Grant Date.

2016 Equity Incentive Plan Nonqualified Stock Option Award Agreement (October 27th, 2016)

The Participant specified below is hereby granted a nonqualified stock option (the "Option") by QCR Holdings, Inc., a Delaware corporation (the "Company"), under the QCR Holdings, Inc. 2016 Equity Incentive Plan (the "Plan"). The Option shall be subject to the terms of the Plan and the terms set forth in this Nonqualified Stock Option Award Agreement ("Award Agreement").

ACUITY BRANDS, INC. 2012 Omnibus Stock Incentive Compensation Plan Nonqualified Stock Option Award Agreement (October 27th, 2016)

This Nonqualified Stock Option Award Agreement (the "Option Agreement") is made by and between Acuity Brands, Inc., a Delaware corporation (the "Company"), and Optionee, effective as of the Grant Date.

Penn Virginia – NONQUALIFIED STOCK OPTION AWARD AGREEMENT Penn Virginia Corporation 2016 Management Incentive Plan (October 11th, 2016)

This Nonqualified Stock Option Award Agreement (this Agreement) is made as of the [*] day of [*], 20[*] between Penn Virginia Corporation (the Company), and [*] (the Participant), and is made pursuant to the terms of Penn Virginia Corporation 2016 Management Incentive Plan (the Plan). Capitalized terms used herein but not defined shall have the meanings set forth in the Plan.

NONQUALIFIED STOCK OPTION AWARD AGREEMENT (Time-Based Vesting) Tuesday Morning Corporation 2014 Long-Term Incentive Plan (September 27th, 2016)

This NONQUALIFIED STOCK OPTION AWARD AGREEMENT (this Agreement) is entered into between Tuesday Morning Corporation, a Delaware corporation (the Company), and Steven R. Becker (the Participant). The Board of Directors of the Company has adopted, and the stockholders of the Company have approved, the Tuesday Morning Corporation 2014 Long-Term Incentive Plan, as amended (the Plan), the terms of which are incorporated by reference herein in their entirety. The Company has agreed to grant the Participant this option to purchase shares of common stock of the Company as an inducement for the Participants continued and effective performance of services for the Company. Any term used in this Agreement that is not specifically defined herein shall have the meaning specified in the Plan.

NONQUALIFIED STOCK OPTION AWARD AGREEMENT (Performance-Based Vesting) Tuesday Morning Corporation 2014 Long-Term Incentive Plan (September 27th, 2016)

This NONQUALIFIED STOCK OPTION AWARD AGREEMENT (this Agreement) is entered into between Tuesday Morning Corporation, a Delaware corporation (the Company), and Steven R. Becker (the Participant). The Board of Directors of the Company has adopted, and the stockholders of the Company have approved, the Tuesday Morning Corporation 2014 Long-Term Incentive Plan, as amended (the Plan), the terms of which are incorporated by reference herein in their entirety. The Company has agreed to grant the Participant this option to purchase shares of common stock of the Company as an inducement for the Participants continued and effective performance of services for the Company. Any term used in this Agreement that is not specifically defined herein shall have the meaning specified in the Plan.

FIRST AMENDMENT TO NONQUALIFIED STOCK OPTION AWARD AGREEMENT (Performance-Based Vesting) Tuesday Morning Corporation 2014 Long-Term Incentive Plan (September 27th, 2016)

This FIRST AMENDMENT TO NONQUALIFIED STOCK OPTION AWARD AGREEMENT (this Amendment) is entered into between Tuesday Morning Corporation, a Delaware corporation (the Company) and Steven R. Becker (the Participant) for purposes of amending that certain Nonqualified Stock Option Agreement dated February 2, 2016 by and between the Company and the Participant (the Agreement). Any terms used in this Amendment that are not specifically defined herein shall have the meaning specified in the Tuesday Morning Corporation 2014 Long-Term Incentive Plan, as amended (the Plan) and the Agreement.