Napa Auto Parts 2012 Annual Report Download - page 84

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Exhibit 10.31
STOCK APPRECIATION RIGHTS AGREEMENT
Non-transferable
GRANT TO
(“Grantee”)
by Genuine Parts Company (the “Company”) of Stock Appreciation Rights
with Respect to
[ ]
shares of its common stock, $1.00 par value (the “SARs”)
having a base value of $ per share (the “Base Value”)
pursuant to and subject to the provisions of the Genuine Parts Company 2006 Long-Term Incentive Plan (the “Plan”) and to the terms and conditions set forth
on the following page (the “Terms and Conditions”).
Unless vesting is accelerated in accordance with the Plan or in the discretion of the Committee, the SARs shall vest (become exercisable) in accordance with the
following schedule:
Continued Employment after Grant Date
Percent of SAR
Shares
Vested
Less than 1 Year 0%
1 Year 33%
2 Years 33%
3 Years 34%
IN WITNESS WHEREOF, Genuine Parts Company has caused this Agreement to be executed as of the Grant Date, as indicated below.
GENUINE PARTS COMPANY
By:
Its: Authorized Officer
Grant Date:
Accepted by Grantee: