NKE » Topics » FOR NON-U.S. OPTIONEES

These excerpts taken from the NKE 10-K filed Jul 27, 2009.

FOR NON-U.S. OPTIONEES

Pursuant to the 1990 Stock Incentive Plan (the “Plan”) of NIKE, Inc., an Oregon corporation (the “Company”), the Company grants to {Name} (the “Optionee”) the right and the option (the “Option”) to purchase all or any part of {# of shares} of the Company’s Class B Common Stock at a purchase price of ${grant price} per share, subject to the terms and conditions of this agreement between the Company and the Optionee including any country-specific provisions set forth in the Appendix to the Agreement (collectively, this “Agreement”). By accepting this Option grant, the Optionee agrees to all of the terms and conditions of the Option grant. The terms and conditions of the Option grant set forth in attached Exhibit A are incorporated into and made a part of this Agreement. Capitalized terms not explicitly defined in this Agreement but defined in the Plan shall have the same definitions as in the Plan.

1. Grant Date; Expiration Date. The Grant Date for this Option is {Date}. The Option shall continue in effect until {Date} (the “Expiration Date”) unless earlier terminated as provided in Sections 1, 5 or 6 of Exhibit A. The Option shall not be exercisable on or after the Expiration Date.

2. Vesting of Option. The Vesting Reference Date of this Option is {Date}. Until it expires or is terminated as provided in Sections 1, 5 or 6 of Exhibit A, the Option may be exercised from time to time to purchase whole shares as to which it has become exercisable. The Option shall become exercisable for 25% of the shares on each of the first four anniversaries of the Vesting Reference Date, so that the Option will be fully exercisable on the fourth anniversary of the Vesting Reference Date, subject to the vesting limitations set forth in Section 9(m) of Exhibit A.

3. Non-Statutory Stock Option. The Company hereby designates the Option to be a non-statutory stock option, rather than an Incentive Stock Option as defined in Section 422 of the United States Internal Revenue Code of 1986, as amended.

 

NIKE, Inc.
By:    
  Mark G. Parker,
  Chief Executive Officer


FOR NON-U.S. OPTIONEES

This Appendix includes additional terms and conditions that govern Options for Optionees residing in one of the countries listed herein. Capitalized terms not explicitly defined in this Appendix but defined in the Plan and/or the Agreement shall have the same definitions as in the Plan and/or the Agreement (as applicable).

This Appendix also includes information regarding certain issues of which the Optionee should be aware with respect to participation in the Plan. The information is based on the securities, exchange control and other laws in effect in the respective countries as of June 2009. Such laws are often complex and change frequently. As a result, the Company strongly recommends that the Optionee not rely on the information in this Appendix as the only source of information relating to the consequences of participation in the Plan because the information may be out of date at the time that the Optionee exercises the Option or sell shares of Common Stock acquired under the Plan.

In addition, the information contained herein is general in nature and may not apply to the Optionee’s particular situation, and the Company is not in a position to assure the Optionee of a particular result. Accordingly, the Optionee is advised to seek appropriate professional advice as to how the relevant laws in the Optionee’s country may apply to a particular situation.

Further, if the Optionee is a citizen or resident of a country other than the one in which the Optionee is currently working, the information contained herein may not be applicable.

Finally, the Company may, at any time and at its own discretion, restrict the available methods of exercising the Option/paying the purchase price or direct the repatriation of the proceeds of the sale of shares of Common Stock acquired upon exercise of the Option to facilitate compliance with any tax, securities or other relevant laws in the Optionee’s country.


EXCERPTS ON THIS PAGE:

10-K (2 sections)
Jul 27, 2009
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