Cincinnati Bell 2008 Annual Report Download - page 88

(1) The maximum number of Common Shares which may be issued or paid under or with respect
to all of the awards (considered in the aggregate) granted under the Plan during the Plan’s entire
existence shall be equal to 8,000,000 18,000,000 Common Shares.
(2) The maximum number of Common Shares which may be issued or paid under or with respect
to all stock options and stock appreciation rights (considered in the aggregate but separately from all
other forms of awards listed in section 5 hereof) granted under the Plan during the Plan’s entire
existence shall be equal to 8,000,000 18,000,000 Common Shares.
(3) The maximum number of Common Shares which may be issued or paid under or with respect
to all ISOs (considered in the aggregate but separately from all other types of stock options and other
forms of awards listed in section 5 hereof) granted under the Plan during the Plan’s entire existence
shall be equal to 2,000,000 Common Shares.
(4) The maximum number of Common Shares which may be issued or paid under or with respect
to all restricted stock, performance shares, share-based performance units, nonshare-based performance
units, and non-restricted stock (considered in the aggregate but separately from all other forms of
awards listed in section 5 hereof) granted under the Plan during the Plan’s entire existence shall be
equal to 2,400,000 7,400,000 Common Shares.
(b) If any portion of a stock appreciation right is settled (paid) upon the exercise of such stock
appreciation right portion by the issuance or payment of Common Shares, the total number of Common
Shares on which such stock appreciation right portion was based shall be counted as Common Shares issued
or paid under the Plan for purposes of any of the limits set forth in paragraph (a) of this subsection 6.1,
regardless of the number of Common Shares actually issued or paid to settle such stock appreciation right
portion upon its exercise.
(c) If any award or portion thereof granted under the Plan is forfeited, expires, or in any other manner
terminates without the payment of Common Shares or any other amount or consideration, the maximum
number of Common Shares on which such award or portion of an award was based or which could have
been paid under the award (i) shall again be available to be issued or paid under the Plan and to be the basis
on which other awards may be granted under the Plan and (ii) thus shall not be counted as Common Shares
that were issued or paid under the Plan in determining whether any of the limits set forth in paragraph (a) of
this subsection 6.1 are met.
(d) Any Common Shares that would be issued or paid under an award granted under the Plan but are
withheld in payment of any exercise price, purchase price, or tax withholding requirements (in accordance
with the provisions of section 17 hereof) (i) shall not again be deemed to be available to be issued or paid
under the Plan or to be the basis on which other awards may be granted under the Plan and (ii) thus shall be
counted as Common Shares that were issued or paid under the Plan in determining whether any of the limits
set forth in paragraph (a) of this subsection 6.1 are met.
6.2 Annual Common Share and Other Compensation Limits Under Awards Granted Any Participant.
(a) Subject to the following provisions of this subsection 6.2 and the provisions of subsections 6.3 and
16.1 hereof, the following limits set forth in subparagraphs (1) and (2) of this subsection 6.2 (which
generally involve the maximum number of Common Shares and other compensation on which awards
granted to any Participant during a calendar year may be based) shall apply to the grant of awards under the
Plan. No award may be granted under the Plan to the extent it would cause any of the following limits to be
violated.
(1) The maximum number of Common Shares on which all Share-Based Awards (considered in
the aggregate) granted under the Plan to any Participant during each and any calendar year may be
based, and the maximum number of Common Shares on which all Share-Based Awards of a specific
form listed in section 5 hereof (considered separately from all other forms of Stock-Based Awards
listed in section 5 hereof) granted under the Plan to any Participant during each and any calendar year
may be based, shall be 1,000,000 2,000,000 Common Shares.
(2) The maximum dollar value of all Nonshare-Based Awards granted under the Plan to any
Participant during each and any calendar year shall be $5,000,000.
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