Chrysler 2008 Annual Report Download - page 168

to propose a motion to shareholders, in the General meeting being called by the Board, to adopt changes having the aim
of reinstating and extending the extent to which the plan encourages loyalty. More specifically, the changes to be proposed regard
the introduction of a new vesting period, depending solely on CEO’s permanence in office, which would mean that the options
cannot be exercised until 1 January 2011, and the extension of the exercise period to 1 January 2016, with all the other conditions
remaining unaltered.
The current features of the stock option plan are as follows:
Strike price Number of
Plan Grant date Expiry date (€) options vested Vesting date Vesting portion
Stock Options July 2004 26 July 2004 1 January 2011 6.583 10,670,000 1 June 2005 22.2%
1 June 2006 22.2%
1 June 2007 22.2%
1 June 2008 33.4%*NMC
On 3 November 2006 the Fiat S.p.A. Board of Directors approved (subject to the subsequent approval of Shareholders in General
Meeting, which was given on 5 April 2007) an eight year stock option plan, which provides certain managers of the Group and the
Fiat S.p.A. Chief Executive Officer with the right to purchase a determined number of Fiat S.p.A. ordinary shares at the fixed price
of €13.37 per share. In particular, the 10,000,000 options granted to employees and the 5,000,000 options granted to the Chief
Executive Officer have a vesting period of four years, with a quarter of the number vesting each year, are subject to achieving
certain pre-determined profitability targets (
Non-Market Conditions or “NMC” ) in the reference period and may be exercised from
the date on which the 2010 Financial statements are approved. The remaining 5,000,000 options granted to the Chief Executive
Officer of Fiat S.p.A. also have a vesting period of four years with a quarter of the number vesting each year and may be exercised
from November 2010.
The ability to exercise the options is additionally subject to specific restrictions regarding the duration of the employment
relationship or the continuation of the position held. The stock option plan will become effective once all its conditions have been
satisfied.
The contractual terms of 2006 plan are as follows:
Strike price Number of Vesting
Plan Recipient Expiry date (€) options granted Vesting date portion
Stock Option November 2006 Chief Executive Officer 3 November 2014 13.37 5,000,000 November 2007 25%
November 2008 25%
November 2009 25%
November 2010 25%
Stock Option November 2006 Chief Executive Officer 3 November 2014 13.37 5,000,000 1st Quarter 2008 (*) 25%*NMC
1st Quarter 2009 (*) 25%*NMC
1st Quarter 2010 (*) 25%*NMC
1st Quarter 2011 (*) 25%*NMC
Stock Option November 2006 Managers 3 November 2014 13.37 10,000,000 1st Quarter 2008 (*) 25%*NMC
1st Quarter 2009 (*) 25%*NMC
1st Quarter 2010 (*) 25%*NMC
1st Quarter 2011 (*) 25%*NMC
(*) On approval of the prior year’s Financial Statements.
Fiat Group Consolidated Financial Statements at 31 December 2008 167