This excerpt taken from the ETH DEF 14A filed Oct 17, 2007.
Since the Companys adoption of the Option Plan on March 23, 1993, as amended, and as of the Record Date, the Company has granted 4,969,876 stock options, net of cancellations, as adjusted for the 1997 2-for-1 and 1999 3-for-2 stock splits (the Stock Splits), to employees and directors of the Company, 1,654,843 of which remain outstanding. As of the Record Date, there were 690,563 shares (as adjusted for the Stock Splits) of Common Stock available for grant under the Option Plan. In order to continue to implement the Companys policy of providing equity incentives to its employees and directors, the Board of Directors has approved an amendment to the Option Plan to permit grants of restricted stock and stock units pursuant to the Option Plan. Approval of this amendment requires the affirmative vote of a majority of the shares of Common Stock issued and outstanding and entitled to vote thereon, and if the amendment does not receive such approval, it will not take effect.
A summary of the material terms of the Option Plan, as amended, is set forth below. This summary should be read with and is subject to the specific terms of the Option Plan as amended, the full text of which is set forth as Appendix A to this Proxy Statement.
This excerpt taken from the ETH DEF 14A filed Oct 10, 2006.
Since the Companys adoption of the 1992 Stock Option Plan on March 23, 1993, as amended (the Stock Option Plan), and as of the Record Date, the Company has granted 4,987,867 stock options, net of cancellations, (as adjusted for the 1997 2-for-1 and 1999 3-for-2 Stock Splits Stock Splits) to employees and directors of the Company, 2,956,850 of which remain outstanding. As of the Record Date, there were 502,730 shares (as adjusted for the Stock Splits) of Common Stock available for grant under the Stock Option Plan. Accordingly, in order to continue to implement the Companys policy of providing equity incentives to its employees and directors, the Board of Directors has approved an amendment to the Stock Option Plan to: (i) extend the term under which awards can be granted under the Stock Option Plan until November 30, 2012; and (ii) reserve an additional 997,270 shares of Common Stock for issuance thereunder, thereby increasing the total number of shares available for issuance under the Stock Option Plan to 6,487,867. Approval of this amendment requires the affirmative vote of a majority of the shares of Common Stock issued and outstanding and entitled to vote thereon, and if the amendment does not receive such approval, it will not take effect.
This excerpt taken from the ETH 8-K filed Sep 21, 2005.
Interest on the notes will:
This excerpt taken from the ETH 10-K filed Sep 13, 2005.
1.1 History, Purpose and Effective Date. Effective as of September 28, 1958, Ethan Allen Inc. (the Company), established the Profit Sharing and Stock Bonus Plan of Ethan Allen Inc. (the Profit Sharing Plan) so that it, and each Related Company (as defined in subsection 1.2) which, with the consent of the company, adopted the Profit Sharing Plan could assist their eligible employees in providing for their future security. The Profit Sharing Plan was amended from time to time and was first renamed the Profit Sharing Plan of Ethan Allen Inc. and then the Retirement Program of Ethan Allen Inc. effective as of, respectively, February 26, 1983 and July 1, 1989. Effective June 29, 1989, the Company established a second plan, the Ethan , A11en 401(k) Employee Savings Plan (the401(k) Plan). The Profit Sharing Plan and the 401(k) were merged effective as of July 1, 1994 and, effective as of January 1, 1999, the merged plan was renamed The Ethan Allen Retirement Savings Plan (the Plan). The following provisions constitute an amendment, restatement and continuation of the Plan as in effect immediately prior to January 1, 2001, the Effective Date of the Plan as set forth herein. The Plan is intended to qualify as a profit sharing plan under section 401(a) of the Internal Revenue Code of 1986, as amended (the Code).
1.2 Related Companies and Employers. The term Related Company means any corporation or trade or business during any period during which it is, along with the Company, a member of a controlled group of corporations or a controlled group of trades or businesses, as described in sections 414(b) and 414(c), respectively, of the Code. The Company and each Related Company, which, with the Companys consent, adopts the Plan are referred to below collectively as the Employers and individually as an Employer.
1.3 Trust Agreements, Plan Administration. All contributions made under the Plan will continue to be held, managed and controlled by one or more trustees (the Trustee) acting under one or more Trusts which form a part of the Plan. The terms of the Trust as in effect on the Effective Date are set forth in one or more Trust Agreements. The authority to control and manage the operation and administration of the Plan is vested in a Committee as described in subsection 12.1. The members of the Committee shall be named fiduciaries, as described in section 402 of the Employee Retirement Income Security Act of 1974, as amended (ERISA), with respect to their authority under the Plan. Except as otherwise expressly provided in the Plan, the Committee shall be the Administrator of the Plan and shall have the rights, duties and obligations of an administrator as that term is defined in section3(16)(A) of ERISA and of a plan administrator as that term is defined in section 414(g) of the Code.
1.4 Plan Year. The term "Plan Year" means the calendar year.
1.5 Accounting Dates. The term "Accounting Date" means each business day.
1.6 Applicable Laws. The Plan shall be construed and administered in accordance with the internal laws of the State of Connecticut to the extent that such laws are not preempted by the laws of the United States of America.
1.7 Gender and Number. Where the context admits, words in any gender shall include any other gender, words in the singular shall include the plural and the plural shall include the singular.
1.8 Notices. Any notice or document required to be tiled with the Committee under the Plan will be properly filed if delivered or mailed by registered mail, postage prepaid, to the Committee, in care of the Company, at its principal executive offices. Any notice required under the Plan may be waived by the person entitled to notice.
1.9 Form and Time of Elections. Unless otherwise specified herein, each election permitted to be made by any Participant or other person entitled to benefits under the Plan, and any permitted modification or revocation thereof, shall be in writing filed with the Committee at such times and in such form as the Committee shall require.
1.10 Evidence. Evidence required of anyone under the Plan may be by certificate, affidavit, document or other information which the person acting on it considers pertinent and reliable, and signed, made or presented by the proper party or parties.
1.11 Action by Employers. Any action required or permitted to be taken by any Employer which is a corporation shall be by resolution of its Board of Directors, by resolution of a duly authorized committee of its Board of Directors, or by a person or persons authorized by the Board of Directors or such committee.
1.12 No Reversion to Employers. No part of the corpus or income of the Trust shall revert to any Employer or be used for, or diverted to, purposes other than for the exclusive benefit of Participants and other persons entitled to benefits under the Plan, except as specifically provided in the applicable Trust Agreement.
1.13 Plan Supplements. The provisions of the Plan as applied to any Employer or any group of employees of any Employer may, with the consent of the Company, be modified or supplemented from time to time by the adoption of one or more Supplements. Each Supplement shall form a part of the Plan as of the Supplements effective date. In the event of any inconsistency between a Supplement and the Plan document, the terms of the Supplement shall govern.
1.4 Defined Terms. Terms used frequently with the same meaning are indicated by initial capital letters, and are defined throughout the Plan. Appendix A contains an alphabetical listing of such terms and the subsections in which they are defined.