HR Block 2006 Annual Report Download - page 67

ARTICLE 6. METHOD OF PARTICIPATION. –and binding for all purposes of the Plan and of all options
Each Eligible Seasonal Employee who either (i) is an employee of then outstanding.
Tax Services on April 15 (or the next business day if it falls on a
Saturday, Sunday or holiday) of each calendar year the Plan is in ARTICLE 8. OPTION PRICE. –
effect, or (ii) has been an employee of Tax Services for at least an Each year this Plan is in effect, the purchase price per share
aggregate of 100 working days during the 12-month period ending under each option granted during such year shall be equal to the
with the date of grant, shall be granted an option to purchase one last reported sale price, regular way, for the Common Stock on
share of Common Stock for each $100 of the total compensation the New York Stock Exchange (or, if the stock is not then traded
earned by him or her during and throughout the 12-month period on such exchange, the last reported sale price, regular way, on
ending with the date of grant (such total compensation during such other national exchange or NASDAQ or other system on
such period to be referred to herein as ‘‘Total Compensation’’), which such stock is traded and reported), in each case on the
provided, however, that (a) each Eligible Seasonal Employee who date of grant (or if said date falls on a non-business day then on
is not entitled to an option grant under the provisions of this the next preceding business date on which the stock is quoted) of
Article 6 on June 30, 1999 (regardless of whether or not such such year.
Eligible Seasonal Employee was employed on or before such
date), but who, with respect to any subsequent date of grant ARTICLE 9. TERMS AND CONDITIONS OF OPTIONS. –
during the term of the Plan, otherwise meets the requirements of The terms and conditions of each option granted hereunder shall
this Article 6, shall be granted as of such subsequent date of grant be set forth in a written notice to the employee to whom such
an option to purchase one share of Common Stock for each $200 option is granted. Said terms and conditions shall be consistent
of Total Compensation in lieu of an option to purchase one share with the provisions of the Plan and shall include but not be
of Common Stock for each $100 of Total Compensation, (b) no limited to the following:
employee shall be granted an option to purchase in excess of 100 A. Continuation of Employment. The grant of an option under
of said shares in any calendar year under the Plan, (c) no this Plan shall not confer on the optionee any right to continue in
employee shall be granted an option if such employee’s Total the employ of Tax Services or to be employed by the Company or
Compensation for the applicable year is less than $4,000 ($500 for any of its subsidiaries, nor shall it limit the right of Tax Services
an option granted on June 30, 1999), and (d) any fractional shares to terminate the employment of any optionee at any time.
which would otherwise be subject to an option under the Plan B. Periods of Exercising Option. An option may be exercised
shall be adjusted to the nearest whole number of shares. As only between the dates of September 1 through November 30 of
promptly as possible after June 30 of each year the Plan is in either of the two calendar years immediately following the
effect (but effective as of such date), each Eligible Seasonal calendar year in which said option was granted, and said option
Employee shall be notified in writing of the number of shares shall expire as to all shares subject thereto which are not
optioned to him or her under the Plan, the option price and the so exercised.
terms and conditions of said option, as described in Article 9. C. Conditions of Exercising Option. If an optionee shall not be
an Eligible Seasonal Employee, as defined in Article 4, for a year
ARTICLE 7. ADJUSTMENT UPON CHANGES in which he or she would be otherwise entitled to exercise an
IN CAPITALIZATION. –option under this Plan (‘‘Exercise Year’’), or shall not have earned
In the event a merger, consolidation, reorganization, actual Total Compensation during the 12-month period ending on
recapitalization, stock dividend, stock split, or other change in June 30 of such Exercise Year which is at least equal to 50% of the
the corporate structure or capitalization affecting the Company’s actual Total Compensation earned by him or her during the 12-
capital stock shall occur, an appropriate adjustment shall be month period ending on June 30 of the year in which the option
made in (a) the number of shares of stock available for options was granted (‘‘Grant Year’’), he or she shall not be entitled to
under the Plan and subject to outstanding options, (b) the exercise his or her option for such Grant Year; provided,
purchase price per share for each outstanding option, and (c) the however, if the optionee shall become a full-time employee of the
provisions of Article 6, provided that, no adjustment shall be Company or any of its subsidiaries (including, but not limited to,
made in the provisions of Article 6 in the event of a stock Tax Services) prior to August 1 of such Exercise Year he or she
dividend or stock split. Any adjustment to the Plan shall be made shall be entitled to exercise said option for such Grant Year,
by the Board of Directors and, when so made, shall be effective provided he or she is a full-time employee of the Company or one
of its subsidiaries at the time the option is exercised. The option
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