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Title: |
Option Award Agreement |
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Date: |
2005 |
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Preview shows 4KB of 20KB total |
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Price: |
$35 |
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ID: |
#845543 |
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OPTION AWARD AGREEMENT
Issued Pursuant to the
2004 Incentive Compensation Plan
of Glimcher Realty Trust
THIS OPTION AWARD AGREEMENT ("Agreement"), effective [ ], (the
"Effective Date") represents the grant of a nonqualified option ("Option") by
Glimcher Realty Trust (the "Company"), to [ ] (the "Participant")
pursuant to the provisions of the Glimcher Realty Trust 2004 Incentive
Compensation Plan adopted on or about March 22, 2004 (the "Plan"). The Option
granted hereby is intended to be an "NQSO" as such term is defined in the Plan.
The Plan provides a complete description of the terms and conditions
governing this Option. If there is any inconsistency between the terms of this
Agreement and the terms of the Plan, the Plan's terms shall completely supersede
and replace the conflicting terms of this Agreement. All capitalized terms shall
have the meanings ascribed to them in the Plan, unless specifically set forth
otherwise herein. The parties hereto agree as follows:
1. General Option Grant Information. The individual named above has been
selected to be a Participant in the Plan and receive a nonqualified option
grant, as specified below:
(a) Date of Grant: the Effective Date set forth above
(b) Number of Shares Covered by this Option: [#]
(c) Option Price: [$##.##]
(d) Date of Expiration: [ ], 2014(1)
2. Grant of Option. The Company hereby grants to the Participant an Option
to purchase the number of Shares set forth above, at the stated Option Price per
share, which is one hundred percent (100%) of the Fair Market Value of a Share
on the Date of Grant, in the manner and subject to the terms and conditions of
the Plan and this Agreement. The Committee has determined that the Fair Market
Value of a Share on the date of grant is equal to the average of high and low
selling price of a Share on the preceding trading day.
3. Option Term. The term of this Option begins as of the Date of Grant as
detailed above and continues through the Date of Expiration as detailed above,
unless sooner terminated in accordance with the terms of this Agreement.
4. Vesting Period: This Option shall vest and be exercisable [immediately
as of the date of grant](2) [,as to one-third of the total Shares covered by the
Option, each year over a three year period, with the first one-third vesting on
the first anniversary of the date of grant, the second one-third vesting on the
second anniversary of the date of grant, and the third one-third vesting on the
third anniversary of the date of grant].(3)
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(1) Insert date that is one day before the 10th anniversary of the Effective
Date.
(2) Bracketed language to be used if the Participant is a Trustee.
(3) Bracketed language to be used if the Participant is an employee.
1
{PAGE}
5. Exercise: The Participant, or the Participant's representative upon the
Participant's death, may exercise this Option to the extent vested at any time
prior to the termination of the Option as provided in Sections 3 and 8.
6. How to Exercise: Once vested, the Options hereby granted shall be
exercised by written notice to the Committee or such other administrator
appointed by the Committee, specifying the number of Shares subject to this
Option Participant desires to exercise. Payment for the Shares purchased
pursuant to the exercise of the Options hereby granted shall be made by paying
the Option Price per Share in full at the time of the exercise of the Option.
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