Neiman Marcus 2003 Annual Report Download - page 284

Exhibit 10.28
THE NEIMAN MARCUS GROUP, INC.
PURCHASED RESTRICTED STOCK UNIT AGREEMENT
ISSUED PURSUANT TO 1997 INCENTIVE PLAN
THIS AGREEMENT is made as of the day of , 20 , by and between THE NEIMAN MARCUS GROUP,
INC., a Delaware corporation (the "Corporation"), and , an employee of the Corporation or one of its
subsidiaries (the "Employee").
Recitals:
1. On January 17, 1997, the Corporation adopted for the benefit of key employees The Neiman Marcus Group, Inc.
1997 Incentive Plan (the "Plan"), and the Plan was approved by its stockholders on that date.
2. The Plan is administered by the Compensation Committee (the "Committee") of the Corporation's Board of
Directors (the "Board").
3. At its September 19, 2003 meeting, the Committee authorized the grant to the Employee under the Plan of a right to
purchase shares of Class A Common Stock of the Corporation, par value $.01 per share ("Common Stock"), at 50% of the fair market
value of the shares on the date of grant, with the transferability thereof to be subject to restriction for a period of time (the "2003
Purchased Restricted Stock").
4. Prior to the issuance of the 2003 Purchased Restricted Stock, the Committee rescinded the grant of the right to
purchase it and instead authorized the grant to the Employee of a right to purchase a number of Purchased Restricted Stock Units
representing a fictional interest in a number of shares of Common Stock equal to the number of shares of Common Stock subject to
the rescinded right to purchase the 2003 Purchased Restricted Stock and with the same purchase price, which Units shall be subject to
the vesting, distribution and other provisions specified herein.
Agreement:
For and in consideration of the mutual covenants hereinafter set forth and for other good and valuable consideration, it is
agreed as follows:
1. Purchase of Purchased Restricted Stock Units. In consideration of $ in cash paid to the Corporation by the
Employee, the Corporation hereby grants to the Employee Purchased Restricted Stock Units (the "Award"), subject to
the vesting schedule