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This excerpt taken from the XIDE DEF 14A filed Jul 27, 2006. Stock
Options
Stock options granted under the 2004 Plan may be either
non-qualified stock options or incentive stock options
qualifying under Section 422 of the Internal Revenue Code
of 1986, as amended. Incentive stock options may be granted only
to employees of our company and its affiliates. Stock options
granted under the 2004 Plan will vest on the schedule determined
by the Committee. The Committee may accelerate the vesting of
stock options under certain circumstances. Most of the awards
which have been granted under the 2004 Plan to date have a
three-year vesting schedule, all of which are subject to
shareholder approval. To the extent that the aggregate fair
market value of shares of common stock underlying incentive
stock options exceeds $100,000 when those options first become
exercisable by a participant in any calendar year, the options
in excess of $100,000 will be treated as non-qualified stock
options.
The exercise price of any stock option granted under the 2004
Plan may not be less than the fair market value of our common
stock on the date the option is granted. However, with respect
to incentive stock options granted to employees who own stock
representing more than 10% of the combined voting power of all
classes of stock of our company or any affiliate, the exercise
price may not be less than 110% of the fair market value of our
common stock on the date the option is granted. The Committee
may allow the exercise price to be paid in cash or check, with
other shares of our common stock or through a cashless exercise
program using a broker-dealer.
Table of Contents
The Committee will determine the term of each stock option
granted under the 2004 Plan. The Committee has discretion to
provide for a term of up to ten years. However, for incentive
stock options granted to employees who own stock representing
more than 10% of the combined voting power of all classes of
stock of our company or any affiliate, the term of the option
may not exceed five years.
To the extent the award agreement governing a grant does not
specify the terms and conditions upon which a stock option will
terminate in the event of the termination of a participant:
(1) if a termination results from disability
within the meaning of Section 22(e)(3) of the Internal
Revenue Code of 1986, as amended, the participant may exercise
the option at any time within one year following the
termination, to the extent the participant was entitled to
exercise the option at the date of termination; (2) if a
termination results from the participants death, or if
death of the participant occurs within thirty days following the
termination, the participants estate or person with rights
to exercise the option may exercise the option at any time
within one year following the date of the participants
death, to the extent the option had vested at the date of the
participants death or termination, as applicable;
(3) if the participant is terminated for cause, the right
to exercise the option is immediately forfeited and considered
null and void; and (4) if a termination occurs for any
other reason, the participant may exercise the option at any
time within 90 days following the termination, to the
extent the participant was entitled to exercise the option at
the date of termination.
No stock option granted under the 2004 Plan may be re-priced or
surrendered in exchange for a replacement option having a lower
exercise price except in connection with a stock split, stock
dividend or similar event in order to prevent dilution or
enlargement of benefits intended to be made available under the
2004 Plan.
This excerpt taken from the XIDE 10-K filed Jun 29, 2005. Stock Options
As provided for in SFAS No. 123, Accounting for Stock-Based Compensation (SFAS 123) the Company utilizes the intrinsic value method of expense recognition under APB Opinion No. 25. Accordingly, no compensation cost has been recognized for the stock option plans as the fair market value at date of grant was less than or equal to the exercise price. Had compensation expense for the stock option plans been determined consistently with the provisions of SFAS 123, the Companys net income (loss) and net income (loss) per share would have been the pro forma amounts indicated below:
The fair value of each option grant was estimated on the date of grant using the Black-Scholes option-pricing model with the following range of assumptions used for the option grants which last occurred during fiscal 2002:
Upon emergence from bankruptcy, all outstanding employee stock options were cancelled. The Company approved the 2004 Stock Incentive Plan, however, awards under this plan are subject to shareholder approval. For further discussion of the Companys stock option plans, see Note 16.
F-17
Table of ContentsEXIDE TECHNOLOGIES AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
This excerpt taken from the XIDE 10-K filed Mar 1, 2005. Stock Options
As provided for in SFAS No. 123, Accounting for Stock-Based Compensation (SFAS 123) the Company utilizes the intrinsic value method of expense recognition under APB Opinion No. 25. Accordingly, no
F-12
Table of ContentsEXIDE TECHNOLOGIES AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)
compensation cost has been recognized for the stock option plans. Had compensation expense for the stock option plans been determined consistently with the provisions of SFAS 123, the Companys net income (loss) and net income (loss) per share would have been the pro forma amounts indicated below:
The fair value of each option grant was estimated on the date of grant using the Black-Scholes option-pricing model with the following range of assumptions used for the option grants which last occurred during fiscal 2002:
For a discussion of the Companys options as a result of emergence from Chapter 11, see Note 29.
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