Cincinnati Bell 2004 Annual Report Download - page 57

4.3 Further, in the discretion of the Committee, payments may also be made in connection with any
award granted under the Plan of dividends payable with respect to the Common Shares on which the award is
based, of an amount equivalent to such dividends, or of an amount determined by applying an interest rate or
rates to the principal amount of the award.
4.4 No awards shall be granted under the Plan after April 27, 2007 (the “Plan’s Grant Termination
Date”), which is the last day of the ten year period that began on the date that the Plan was originally
approved by the shareholders of the Company.
5. Shares Subject to Plan Awards.
5.1 Subject to the provisions of subsections 5.2 through 5.5 below and Section 14 below, the following
limits shall apply to the grant of awards under the Plan:
(a) The maximum number of Common Shares on which awards granted under the Plan to all
Participants during the period (the “Remaining Period of the Plan”) which began on January 1, 2000 and ends
on the Plan’s Grant Termination Date may be based shall be equal to 50,000,000 Common Shares (which
number of shares is substantially equal to the limit on the maximum number of Common Shares that would
apply during the Remaining Period of the Plan if both the terms of the Plan as originally adopted and the
number of the Common Shares outstanding as of January 1, 2000 never changed);
(b) The maximum number of Common Shares on which awards under the Plan to any Participant
during each and any calendar year that began or begins in the Remaining Period of the Plan may be based
shall be 1,000,000 Common Shares; and
(c) The maximum number of Common Shares on which ISOs granted under the Plan to all
Participants during the Remaining Period of the Plan may be based shall be equal to 12,500,000 Common
Shares (which number is equal to 25% of the maximum number of Common Shares on which awards granted
under the Plan to all Participants during the Remaining Period of the Plan may be based).
5.2 Any limit on the maximum number of Common Shares on which awards granted under the Plan
may be based that is set forth in subsection 5.1 above or elsewhere in the Plan, regardless of whether it is a
limit applicable to all Participants or a limit as to any Participant and regardless of whether it is a limit
applicable to the Remaining Period of the Plan or a limit as to a more limited period, shall apply both (a) to
each specific form of award available under the Plan and (b) also in the aggregate to all possible forms of
awards that can be granted under the Plan, except to the extent the provision of the Plan that sets forth such
limit expressly indicates that it applies to a specific form of award. (For example, the limit set forth in
subsection 5.1(c) above as to the maximum number of Common Shares on the basis of which awards may be
granted under the Plan to any Participant during any calendar year that begins in the Remaining Period of the
Plan shall be a limit that applies to any specific form of award that may be granted under the Plan to a
Participant as well as an aggregate limit on all forms of awards that may be granted to the Participant under
the Plan.)
5.3 Any Common Shares that are deliverable under any award granted under the Plan may consist, in
whole or in part, of Common Shares that are authorized but unissued or Common Shares that are treasury shares.
5.4 If any award or portion of an award granted under the Plan on or after January 1, 2000 is forfeited,
expires, or in any other manner terminates without the payment of Common Shares or any other amount or
consideration, the Common Shares on which such award or portion of an award was based shall again be
available to be the basis on which other awards may be granted under the Plan but shall be counted only once
in determining whether any of the limits set forth in subsection 5.1 above (except for the limit set forth in
paragraph (c) of subsection 5.1 above) is met. However, if any award or portion of an award granted under
the Plan prior to January 1, 2000 is forfeited, expires, or otherwise terminates on or after January 1, 2000
without the payment of Common Shares or any other amount or consideration, the Common Shares on which
such award or portion of an award was based shall not again be available to be the basis on which other
awards may be granted under the Plan.
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