DuPont 2011 Annual Report Download - page 107

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IX. EXERCISE OF OPTIONS
1 Subject to the provisions of this Plan, each stock option and each stock appreciation right granted hereunder shall be exercisable on such date or dates
and during such period and for such number of shares or stock appreciation rights as the Compensation Committee may determine. However, in no
event shall a stock option or stock appreciation right be exercisable prior to six months from date of grant. The Compensation Committee may fix
from time to time a minimum number of shares which must be purchased at the time a stock option is exercised.
2 A grantee electing to exercise a stock option shall at the time of exercise pay the Company the full purchase price of the shares he or she has elected to
purchase. Payment of the purchase price shall be made in cash, the Company's common stock (valued at fair market value on the date of exercise), or
a combination thereof, as the Compensation Committee may determine from time to time. A grantee electing to exercise a stock appreciation right
granted under this Plan shall so notify the Company at the same time he or she elects to exercise an accompanying stock option. Payment by the
Company for such stock appreciation right may be in cash, common stock (valued at fair market value on date of exercise), or a combination thereof,
as the Compensation Committee may determine from time to time, but no fractional share of common stock shall be delivered. With respect to shares
of the Company's common stock to be delivered upon exercise of a stock option or a stock appreciation right, the Compensation Committee shall
periodically determine whether, and to what extent, such stock shall be in the form of new common stock issued for such purposes, or common stock
acquired by the Company.
3 Notwithstanding any other provision of this Plan, when the fair market value of a share of the Company's common stock on the date a grantee elects to
exercise a stock option is less than such amount per share as may be determined by the Compensation Committee from time to time, the Company
may at its election pay the grantee in cash for each share he or she elected to purchase an amount equal to the excess of such fair market value over the
option price provided for in the stock option. The Compensation Committee shall periodically determine whether the Company shall make such cash
payment upon exercise of a stock option. When the Company makes a payment to the grantee under this paragraph 3 of Article IX, it shall not require
the grantee to tender the full purchase price of the shares he or she has elected to purchase, the Company's obligation to issue or deliver such shares
shall be null and void, and the right to purchase such number of shares subject to option shall be terminated. Such payment by the Company shall be
deemed to be an exercise of a stock option and the purchase of shares thereunder for purposes of paragraph 3 of Article II and Article III.
X. NONTRANSFERABILITY OF GRANTS
During a grantee's lifetime no stock option or stock appreciation right granted under this Plan shall be transferable, and stock options and stock appreciation
rights may be exercised only by the grantee, except as may otherwise be provided in rules established by the Compensation Committee to permit transfers or
to authorize a third party to act on behalf of the grantee with respect to any stock options or stock appreciation rights.