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APPENDIX C
H&R BLOCK, INC.
1999 STOCK OPTION PLAN FOR SEASONAL EMPLOYEES
(AS AMENDED)
ARTICLE 1. ESTABLISHMENT OF THE PLAN. –
H&R BLOCK, INC., a Missouri corporation (the ‘‘Company’’), herein specifically reserved to the Board of Directors and to the
hereby formulates and adopts the 1999 Stock Option Plan for other provisions of this Plan, to make determinations which shall
Seasonal Employees (the ‘‘Plan’’) whereby there may be granted be final, conclusive and binding upon all persons, including
to seasonal employees of H&R Block Services, Inc. (an indirect without limitation the Company, Tax Services, the stockholders,
subsidiary of the Company) and the direct and indirect, majority- the Board of Directors and any persons having any interest in any
owned subsidiaries of H&R Block Services, Inc. (such options which may be granted under the Plan. The Committee
corporation, such direct and indirect subsidiaries, and their may impose such additional conditions upon the grant and
successor entities, if any, to be referred to herein as ‘‘Tax exercise of options under this Plan as may from time to time be
Services’’), options to purchase shares of the Company’s deemed necessary or desirable, in the opinion of counsel of the
Common Stock, without par value (such shares being hereinafter Company, to comply with applicable laws and regulations. The
sometimes referred to for convenience as ‘‘Common Stock’’ or Committee from time to time may adopt rules and regulations for
‘‘stock’’ or ‘‘shares’’). carrying out the Plan.
ARTICLE 4. ELIGIBILITY. –
ARTICLE 2. PURPOSE OF THE PLAN. –Options shall be granted on June 30 of each year the Plan is in
The purpose of the Plan is to advance and promote the interests effect (the ‘‘date of grant’’) only to ‘‘Eligible Seasonal Employees’’
of the Company, Tax Services and the Company’s stockholders by of Tax Services for such year. The term ‘‘Eligible Seasonal
providing a method whereby seasonal employees of Tax Services Employees’’ for any calendar year during which the Plan is in
may acquire Common Stock under options to purchase the same effect shall include all those employees of Tax Services who
subject to the conditions hereinafter or therein provided. The (a) are hired to perform for limited periods of time during such
Plan is further intended to provide seasonal employees who may year jobs specifically designated by Tax Services to be seasonal
be granted such options with additional incentive to continue in jobs and (b) have adhered to the working hours agreed upon
the employ of Tax Services on a seasonal basis and to increase during such year.
their efforts to promote the best interests of the Company, Tax
Services and the Company’s stockholders. ARTICLE 5. STOCK SUBJECT TO THE PLAN. –
The shares of Common Stock to be issued upon exercise of the
ARTICLE 3. ADMINISTRATION OF THE PLAN. –options granted under the Plan shall be made available, at the
The Plan shall be administered by the Compensation Committee discretion of the Board of Directors of the Company, either from
of the Board of Directors of the Company (the ‘‘Committee’’) authorized but unissued stock of the Company or from shares
consisting of three or more directors of the Company, to be that have been purchased by the Company from any source
appointed by and to serve at and during the pleasure of the Board whatever, but the aggregate number of shares for which options
of Directors of the Company. All references herein to the may be granted under the Plan shall not exceed 46,000,000 shares
Committee shall be deemed to mean the Board of Directors of the of Common Stock of the Company. If an option granted under the
Company if the Board has not appointed a Committee. A majority Plan shall be surrendered or shall for any reason whatsoever
of the Committee shall constitute a quorum and the acts of a expire or terminate in whole or in part without the exercise
majority of the members present at any meeting at which a thereof, then the shares of stock which were subject to any such
quorum is present, or acts approved in writing by a majority of option shall, if the Plan shall then be in effect, be available for
the Committee, shall be valid acts of the Committee. The options thereafter granted under the Plan.
Committee shall have full power and authority to construe,
interpret and administer the Plan and, subject to the powers
H&R BLOCK 2006 Proxy Statement
C-1