Comcast 2009 Annual Report Download - page 112

An Optionee shall not have any right as a shareholder with respect to any Shares subject to his Options until the Option shall have been
exercised in accordance with the terms of the Plan and the option document and the Optionee shall have paid the full purchase price for the
number of Shares in respect of which the Option was exercised and the Optionee shall have made arrangements acceptable to the Sponsor for the
payment of applicable taxes consistent with Paragraph 15.
In the event that Shares are changed into or exchanged for a different number or kind of shares of stock or other securities of the Sponsor,
whether through merger, consolidation, reorganization, recapitalization, stock dividend, stock split-up or other substitution of securities of the
Sponsor, the Board shall make appropriate equitable anti-dilution adjustments to the number and class of shares of stock available for issuance
under the Plan, and subject to outstanding Options, and to the option prices and the amounts payable pursuant to any Cash Rights. Any reference
to the option price in the Plan and in option documents shall be a reference to the option price as so adjusted. Any reference to the term “Shares”
in the Plan and in option documents shall be a reference to the appropriate number and class of shares of stock available for issuance under the
Plan, as adjusted pursuant to this Paragraph 10. The Board’s adjustment shall be effective and binding for all purposes of this Plan.
(a) The Sponsor shall give Optionees at least thirty (30) days’ notice (or, if not practicable, such shorter notice as may be reasonably
practicable) prior to the anticipated date of the consummation of a Terminating Event. Upon receipt of such notice, and for a period of ten
(10) days thereafter (or such shorter period as the Board shall reasonably determine and so notify the Optionees), each Optionee shall be
permitted to exercise the Option to the extent the Option is then exercisable; provided that , the Sponsor may, by similar notice, require the
Optionee to exercise the Option, to the extent the Option is then exercisable, or to forfeit the Option (or portion thereof, as applicable). The
Committee may, in its discretion, provide that upon the Optionee’s receipt of the notice of a Terminating Event under this Paragraph 11(a), the
entire number of Shares covered by Options shall become immediately exercisable.
(b) Notwithstanding Paragraph 11(a), in the event the Terminating Event is not consummated, the Option shall be deemed not to have been
exercised and shall be exercisable thereafter to the extent it would have been exercisable if no such notice had been given.
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9.
RIGHTS AS SHAREHOLDERS
10.
CHANGES IN CAPITALIZATION
11.
TERMINATING EVENTS