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This excerpt taken from the MRVL DEF 14A filed Sep 14, 2007. Until otherwise determined by the Administrator, each person who first becomes an Outside Director following the date the 2007 Director Plan is adopted by the board of directors automatically will receive a nonstatutory stock option (an Option) to purchase 50,000 shares (the Initial Option Award). The Initial Option Award will be granted on the later of the date the individual first becomes an Outside Director, whether through election by the companys shareholders or by appointment by the board of directors to fill a vacancy, or the date that the 2007 Director Plan is approved by shareholders. Such Outside Directors, as well as other Outside Directors designated by the board of directors as eligible to receive awards under the 2007 Director Plan, shall be Eligible Outside Directors. A director who is an employee of the company (an Inside Director) who ceases to be an Inside Director, but remains a member of the board of directors, will not receive an Initial Option Award. Each Initial Option Award will vest and become exercisable as to 1/3rd of the shares subject to the Initial Option Award on the one year anniversary of the date of grant and as to 1/3rd of the shares subject to the Initial Option Award on each annual anniversary thereafter, provided that the Outside Director continues to serve as an employee, director or consultant through the relevant vesting date, and subject to the acceleration provisions relating to Awards granted under the 2007 Director Plan, as described below. Each Initial Option Award will have a term of 10 years. |
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