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This excerpt taken from the ROST 10-Q filed Jun 10, 2009. Nonemployee
Director Award Limits. Subject to
adjustment as provided in Section 4.4, no Nonemployee Director may be granted
within any fiscal year of the Company one or more Nonemployee Director Awards
for more than 5,000 shares subject to Full Value Awards or 12,000 shares subject
to Options or SARs; provided, however, that the foregoing annual limit shall be
increased by one or more of the following additions, as applicable:
(i) in the fiscal year in which the Nonemployee Director is first appointed or elected to the Board as a Nonemployee Director, an additional 7,000 shares subject to Full Value Awards or 17,000 shares subject to Options or SARs; and (ii) in any fiscal year for each committee of the Board on which the Nonemployee Director is then serving, an additional 600 shares subject to Full Value Awards or 1,500 shares subject to Options or SARs. 6. This excerpt taken from the ROST DEF 14A filed Apr 14, 2008. Nonemployee Director Award Limits. Subject to adjustment as provided in Section 4.4, no
Nonemployee Director may be granted within any fiscal year of the Company one or
more Nonemployee Director Awards for more than 5,000 shares subject to Full
Value Awards or 12,000 shares subject to Options or SARs; provided, however,
that the foregoing annual limit shall be increased by one or more of the
following additions, as applicable:
(i) in the fiscal year in which the Nonemployee Director is first appointed or elected to the Board as a Nonemployee Director, an additional 7,000 shares subject to Full Value Awards or 17,000 shares subject to Options or SARs; and (ii) in any fiscal year for each committee of the Board on which the Nonemployee Director is then serving, an additional 600 shares subject to Full Value Awards or 1,500 shares subject to Options or SARs. 6. STOCK OPTIONS. Options shall be evidenced by Award Agreements specifying the number of shares of Stock covered thereby, in such form as the Committee shall from time to time establish. Award Agreements evidencing Options may incorporate all or any of the terms of the Plan by reference and shall comply with and be subject to the following terms and conditions: 6.1 | EXCERPTS ON THIS PAGE:
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