AMD 1993 Annual Report Download - page 136

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in the event the Common Stock is listed on a stock exchange or on the National
Association of Securities Dealers Automated Quotation (NASDAQ) National Market
System, the fair market value per Share shall be the closing price on the
exchange on the date of grant of the Option, as reported in the Wall Street
Journal.
(c) The consideration to be paid for the Shares
to be issued upon exercise of an Option, including the method of payment, shall
be determined by the Board and may consist entirely of cash, check, promissory
note, other Shares of Common Stock of the Company having a fair market value on
the date of surrender equal to the aggregate exercise price of the Shares as to
which said option shall be exercised, or any combination of such methods of
payment, or such other consideration and method of payment for the issuance of
Shares to the extent permitted by the Delaware General Corporation Law.
9. Exercise of Option.
(a) Procedure for Exercise; Rights as a
Shareholder. Any Option granted hereunder shall be exercisable at such times
and under such conditions as determined by the Board, including performance
criteria with respect to the Company and/or the Optionee, and as shall be
permissible under the terms of the Plan; provided, however, that an Incentive
Stock Option granted prior to January 1, 1987 shall not be exercisable while
there is outstanding any Incentive Stock Option which was granted, before the
granting of such Incentive Stock Option, to the same Optionee to purchase stock
of the Company, or any Parent or Subsidiary, or any predecessor corporation of
such corporation. For purposes of this provision, an Incentive Stock Option
shall be treated as outstanding until such option is exercised in full or
expires by reason of lapse of time.
An Option may not be exercised for a fraction of a Share.
An Option shall be deemed to be exercised when written
notice of such exercise has been given to the Company in accordance with the
terms of the Option by the person entitled to exercise the Option and full
payment for the Shares with respect to which the Option is exercised has been
received by the Company. Full payment may, as authorized by the Board, consist
of any consideration and method of payment allowable under Section 8(c) of the
Plan. Until the Company receives written notice of such exercise and full
payment for the Shares, no right to vote or receive dividends or any other
rights as a shareholder shall exist with respect to the Optioned Stock, and no
adjustment will be made for a dividend or other right for which the record date
is prior to the date the Company receives such notice and such payment, except
as provided in Section 11 of the Plan.
Exercise of an Option in any manner shall result in a
decrease in the number of Shares which thereafter may be available, both for
purposes of the Plan and for sale under the Option, by the number of Shares as
to which the Option is exercised.
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Source: ADVANCED MICRO DEVIC, 10-K, March 07, 1994