IV. Stock to be Optioned
A. The stock options granted under this Plan shall be options to purchase shares of the common stock of the Company.
B. The stock delivered upon the exercise of any stock option granted under this Plan may be common stock newly issued for such purpose, or common stock acquired by the Company and held in its treasury, or partly such newly issued stock and partly such acquired stock.
C. Subject to the provision for adjustments contained in Article VI hereof, the aggregate number of shares of common stock which may be purchased upon the exercise of stock options granted under this Plan, excluding the number of shares covered by options which shall have expired or otherwise shall have become unexercisable, shall not exceed 200,000.
D. Not more than 6% of the aggregate number of shares of common stock referred to in Section C of this Article IV may be made subject to the stock option or options granted under this Plan to a single employee.
V. Terms and Conditions of Options
A. The terms and conditions applicable to the stock options granted under this Plan, which need not be the same in all cases, shall be determined by the Board of Directors subject to the following limitations:
1. The term of any stock option granted under this Plan shall not exceed five years from the date of its grant.
2. The option price for the common stock covered by any stock option granted under this Plan shall in no case be less than the par value of said stock, as stated in the Company’s Amended Certificate of Organization, or less than the fair market value of said stock at the time of the granting of such option, as determined by the Board of Directors; provided, however, that this limitation shall be subject to the provision for adjustments contained in Article VI hereof. For purposes of determining the fair market value of said common stock at the time of the granting of any such stock option, the Board of Directors may, if it so elects, assume such fair market value to be the mean between the high and low prices of said stock on the New York Stock Exchange on the day of the granting of such option or, if no sale of said stock shall be made on said Exchange on said day, on the next preceding day on which any such sale shall have been made.
3. No stock option granted under this Plan shall (a) be exercisable unless and until the optionee shall have continued to be an employee for a period of not less than twelve months following the date of the grant of such option, (b) be transferable or assignable by the optionee otherwise than by will or the laws of descent and distribution, or (c) be exercisable during the lifetime of the optionee except by him.
B. The Board of Directors may at any time, in the light of then existing laws and regulations, modify the terms and conditions applicable to any stock option theretofore granted under this Plan.