This excerpt taken from the HAS DEF 14A filed Apr 16, 2007.
PROPOSAL TO APPROVE AMENDMENTS TO THE
2003 STOCK INCENTIVE PERFORMANCE PLAN
(Proposal No. 2)
On February 8, 2007, the Companys Board adopted, subject to shareholder approval, the Fifth Amendment to the 2003 Stock Incentive Performance Plan, which amendment is attached to this proxy statement as Appendix C. The Board further directed that the Fifth Amendment be submitted to the shareholders of the Company for their consideration. The Fifth Amendment effects a number of amendments (collectively the Amendments) to the Companys 2003 Stock Incentive Performance Plan (the 2003 Plan) which are described in the following paragraph. The Board unanimously recommends that the shareholders approve the Amendments.
The Amendments: (i) increase the maximum number of total shares of stock which may be delivered pursuant to awards under the 2003 Plan by 7,500,000 shares, (ii) of the additional 7,500,000 shares added by the Amendments, increase the number of shares of stock which may be delivered pursuant to awards other than stock options or SARS, by 3,000,000 shares, (iii) extend the expiration date of the 2003 Plan from December 31, 2008 to December 31, 2010, (iv) clarify that the 2003 Plan does not allow for liberal share counting, such that (A) shares of Common Stock tendered in payment of an awards exercise price, shares withheld to pay taxes, and shares purchased by the Company using proceeds from awards will not increase the total number of remaining shares authorized to be delivered pursuant to awards under the 2003 Plan and (B) the gross number of shares covered by SARS, as opposed to only the net number actually delivered upon settlement of SARS, count against the authorized number of shares available under the 2003 Plan, and (v) add a limitation to the 2003 Plan that no award may have a term longer than ten years from the date of grant.