The Georgia Nonemployee Directors Stock Plan of Jacob Communications, Inc. is a comprehensive compensation program specifically designed for nonemployee directors of the company. This stock plan is an integral part of Jacob Communications' efforts to attract and retain experienced and qualified professionals to serve on its Board of Directors. Under this plan, nonemployee directors are granted stock options or other equity awards as a form of remuneration. These awards are intended to align the interests of the board members with those of the company's shareholders, promoting long-term growth and maximizing value for all stakeholders. The Georgia Nonemployee Directors Stock Plan offers various types of equity awards to directors, including: 1. Stock Options: Nonemployee directors may receive stock option grants, which give them the right to purchase Jacob Communications' stock at a specific price (the exercise price) within a predetermined period of time. These options typically have vesting schedules and may be subject to certain conditions or restrictions. 2. Restricted Stock Awards: Nonemployee directors may be granted restricted stock units (RSS) or restricted stock awards. These awards provide directors with actual shares of Jacob Communications' stock, subject to certain restrictions or conditions. The shares are typically forfeitable until certain performance milestones are met or a specific period of time has elapsed. 3. Performance-Based Awards: The Georgia Nonemployee Directors Stock Plan may also include performance-based awards, such as performance stock units (Plus) or performance shares. These awards are contingent upon the achievement of specified performance goals or targets, ensuring that directors are rewarded for the company's success. 4. Dividend Equivalents: The plan may allow nonemployee directors to receive dividend equivalents on their equity awards, providing them with cash or additional stock equivalent to the dividends that would be paid on their vested shares. 5. Other Stock-Based Awards: The plan may offer additional types of stock-based awards, such as stock appreciation rights (SARS), phantom stock, or stock bonuses. These awards are designed to provide directors with the opportunity to benefit from the company's stock price appreciation without actually owning the underlying shares. It is important to note that the Georgia Nonemployee Directors Stock Plan of Jacob Communications, Inc. may have specific eligibility requirements, vesting periods, and restrictions that vary depending on the individual director and the terms of their appointment. The plan's purpose is to align the interests of nonemployee directors with the long-term success of the company, ensuring a commitment to shareholders' value creation while delivering competitive compensation to the board members.