Alaska Airlines and Horizon Air 2007 Annual Report Download - page 86

securities or property as may become the subject of awards under this Plan, or may become
subject to such awards, pursuant to an adjustment made under Section 7.1.
4.2 Share Limits. The maximum number of shares of Common Stock that may be delivered
pursuant to awards granted to Eligible Persons under this Plan (the “Share Limit”) is equal to
the sum of the following:
(1) 2,100,000 shares of Common Stock, plus
(2) the number of shares of Common Stock available for additional award grant purposes
under the Corporation’s 2004 Long-Term Incentive Plan (the “2004 Plan”) as of the date
of stockholder approval of this Plan (the “Stockholder Approval Date”) and determined
immediately prior to the termination of the authority to grant new awards under the 2004
Plan as of the Stockholder Approval Date, plus
(3) the number of any shares subject to stock options granted under the 2004 Plan and
outstanding on the Stockholder Approval Date which expire, or for any reason are
cancelled or terminated, after the Stockholder Approval Date without being exercised
(including any shares subject to stock options granted under the Corporation’s 1999
Long-Term Equity Incentive Plan (the “1999 Plan”) outstanding on the Stockholder
Approval Date which expire, or for any reason are cancelled or terminated, after the
Stockholder Approval Date and would otherwise become eligible for award grant purposes
under the 2004 Plan in accordance with the provisions of that plan);
(4) the number of any shares subject to restricted stock and restricted stock unit awards
granted under the 2004 Plan that are outstanding and unvested on the Stockholder
Approval Date that are forfeited, terminated, cancelled or otherwise reacquired by the
Corporation without having become vested.
provided that in no event shall the Share Limit exceed 5,099,517 shares (which is the sum of
the 2,100,000 shares set forth above, plus the number of shares available under the 2004
Plan for additional award grant purposes as of the Effective Date (as such term is defined in
Section 8.6.1), plus the aggregate number of shares subject to awards previously granted and
outstanding under the 2004 Plan and the 1999 Plan as of the Effective Date).
Shares issued in respect of any “Full-Value Award” granted under this Plan shall be counted
against the foregoing Share Limit as 1.7 shares for every one share actually issued in
connection with such award. (For example, if a stock bonus of 100 shares of Common Stock is
granted under this Plan, 170 shares shall be charged against the Share Limit in connection
with that award.) For this purpose, a “Full-Value Award” means any award under this Plan that
is not a stock option grant or a stock appreciation right grant.
The following limits also apply with respect to awards granted under this Plan:
(a) The maximum number of shares of Common Stock that may be delivered pursuant to
options qualified as incentive stock options granted under this Plan is 2,100,000 shares.
(b) The maximum number of shares of Common Stock subject to those options and stock
appreciation rights that are granted during any calendar year to any individual under this
Plan is 300,000 shares.
(c) Additional limits with respect to Performance-Based Awards are set forth in Section 5.2.3.
Each of the foregoing numerical limits is subject to adjustment as contemplated by
Section 4.3, Section 7.1, and Section 8.10.
4.3 Awards Settled in Cash, Reissue of Awards and Shares. To the extent that an award granted
under this Plan is settled in cash or a form other than shares of Common Stock, the shares
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