This excerpt taken from the TSN 10-K filed Nov 20, 2008.
(AS AMENDED AND RESTATED EFFECTIVE NOVEMBER 19, 2004)
THIS SECOND AMENDMENT is made as of the 13th day of August, 2007, by Tyson Foods, Inc., a corporation organized and existing under the laws of the State of Delaware (hereinafter called the “Company”).
W I T N E S S E T H:
WHEREAS, the Company maintains the Tyson Foods, Inc. 2000 Stock Incentive Plan (the “Plan”), as such Plan was amended and restated effective November 19, 2004; and
WHEREAS, the Company wishes to amend the Plan to provide participants with an opportunity to designate beneficiaries with respect to stock incentives other than incentive stock options and to provide a hierarchy of individuals to receive such stock incentives following a participant’s death if no beneficiary is designated.
“(e) Unless otherwise permitted by the Committee, Stock Incentives are not transferable or assignable except as provided in this Section. Following a Participant’s death, Stock Incentives shall be transferred or assigned to the Designated Beneficiary; or if the Participant does not have a Designated Beneficiary, to the Participant’s surviving spouse; or if the Participant is unmarried, to the Participant’s estate. Notwithstanding the foregoing, the Committee shall not permit Incentive Stock Options to be transferred or assigned except by will or by the laws of descent and distribution governing the State in which the Participant was domiciled at the time of the Participant’s death. Stock Incentives are exercisable, during the Participant’s lifetime, only by the Participant or by the legal representative of the Participant. In the event of the death of the Participant, Stock Incentives are only exercisable by the Designated Beneficiary; or if the Participant does not have a Designated Beneficiary, by the Participant’s surviving spouse; or if the Participant is unmarried, by the legal representative of the Participant’s estate if one is appointed within ninety (90) days of the Participant’s death; or if no such legal representative is appointed, by the person(s) taking under the laws of descent and distribution governing the State in which the Participant was domiciled at the time of the Participant’s death. For purposes of this Section, the Participant’s ‘Designated Beneficiary’ is the beneficiary of the Participant designated in writing in the manner and within the time frame provided by the Committee.”
2. This Second Amendment is effective as to all currently outstanding grants and those grants made after the date of this Second Amendment.
Except as specifically provided herein, the Plan shall remain in full force and effect as prior to this Second Amendment.
IN WITNESS WHEREOF, the Company has caused this Second Amendment to be executed on the day and year first above written.