Crucial 2012 Annual Report Download - page 187

EXHIBIT 10.13
MICRON TECHNOLOGY, INC.
NONSTATUTORY STOCK OPTION PLAN
1. Purposes of the Plan. The purposes of this Plan are:
• to attract and retain the best available personnel for positions of substantial responsibility,
• to provide additional incentive to Employees and Consultants, and
• to promote the success of the Company's business.
Nonstatutory stock options may be granted under the Plan.
2. Definitions. As used herein, the following definitions shall apply:
(a) “Administrator” means the Board or any of its Committees as shall be administering the
Plan, in accordance with Section 4 of the Plan.
(b) “Affiliate” means (i) any subsidiary or parent company of the Company, or (ii) an entity
that directly or through one or more intermediaries controls, is controlled by or is under common control
with, the Company, as determined by the Committee.
(c) “Applicable Laws” means the legal requirements relating to the administration of stock
option plans and the issuance of stock and stock options under federal securities laws, Delaware
corporate and securities laws, the Code, and the applicable laws of any foreign country or jurisdiction
where options will be or are being granted under the Plan.
(d) “Board” means the Board of Directors of the Company.
(e) “Change in Control” means the acquisition by any person or entity, directly, indirectly
or beneficially, acting alone or in concert, of more than thirty-five percent (35%) of the Common Stock
of the Company outstanding at any time.
(f) “Code” means the Internal Revenue Code of 1986, as amended. Reference to a specific
Section of the Code or regulation thereunder shall include such Section or regulation, any valid
regulation promulgated under such Section, and any comparable provision of any future law, legislation
or regulation amending, supplementing or superseding such Section or regulation.
(g) “Committee” means a Committee appointed by the Board in accordance with Section
4 of the Plan.
(h) “Common Stock” means the Common Stock of the Company.