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Georgia Nonqualified and Incentive Stock Option Plan of Intercargo Corp.

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US-CC-18-463B
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This is a multi-state form covering the subject matter of the title.

Georgia Nonqualified and Incentive Stock Option Plan of Intercargo Corp. is a comprehensive compensation program offered by Intercargo Corp., a renowned company based in Georgia. This plan aims to incentivize and retain key employees by providing them with the opportunity to acquire company stock through nonqualified and incentive stock options. Under this plan, employees receive the right to purchase a specified number of shares at a predetermined price, also known as the exercise price. The nonqualified stock options (Nests) and incentive stock options (SOS) are two different types of stock options offered within this plan. 1. Georgia Nonqualified Stock Option Plan: The Georgia Nonqualified Stock Option Plan is designed to grant employees the ability to purchase company stock at a predetermined price. Unlike SOS, these options do not qualify for favorable tax treatment under the Internal Revenue Code. The option holder has the flexibility to exercise the options at any time during the specified exercise period. Employees who exercise nonqualified stock options will be subject to ordinary income tax on the difference between the exercise price and the fair market value of the stock at the time of exercise. Intercargo Corp. uses this plan to attract and motivate employees by offering them an opportunity to share in the company's success and potentially benefit from future stock price appreciation. 2. Georgia Incentive Stock Option Plan: The Georgia Incentive Stock Option Plan is designed to meet the requirements outlined in Section 422 of the Internal Revenue Code. SOS provide certain tax advantages compared to nonqualified stock options, as they may qualify for favorable tax treatment upon exercise and sale. Employees granted SOS have the opportunity to purchase company stock at a predetermined price, just like with Nests. However, SOS have additional restrictions, such as a maximum 10-year exercise period and a limitation on the aggregate fair market value of shares that can be exercised in a calendar year. ISO holders who meet the required holding period (typically two years from the date of grant and one year from the date of exercise) may qualify for long-term capital gains tax treatment upon the sale of the stock. This provides potential tax savings for employees compared to nonqualified stock options. In conclusion, the Georgia Nonqualified and Incentive Stock Option Plan of Intercargo Corp. serves as a valuable compensation tool, allowing employees to participate in the company's growth and success. The plan includes both nonqualified stock options, providing flexibility, and incentive stock options, providing potential tax advantages for eligible employees.

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NQSOs can be offered to employees and others, such as contractors, advisors, etc. ISOs are only available to employees. Your ability to exercise remaining vested options will be subject to the terms in your employment agreement, which may offer a post-termination exercise window or options expiration date.

Incentive stock options (ISOs) are popular measures of employee compensation received as rights to company stock. These are a particular type of employee stock purchase plan intended to retain key employees or managers. ISOs often have more favorable tax treatment than other types of employee stock purchase plan.

The main difference between ISOs and NSOs is that ISOs come with no tax liability on exercise, but come with a set of requirements, whereas NSOs come with tax liability on exercise, but do not have the same requirements.

There are many requirements on using ISOs. First, the employee must not sell the stock until after two years from the date of receiving the options, and they must hold the stock for at least a year after exercising the option like other capital gains. Secondly, the stock option must last ten years.

Non-qualified stock options give employees the right, within a designated timeframe, to buy a set number of shares of their company's shares at a preset price. It may be offered as an alternative form of compensation to workers and also as a means to encourage their loyalty with the company. 1?

Only employees can receive ISOs, whereas NSOs may be granted to any service providers (e.g., employees, directors, consultants, and advisors). ISOs must be exercised within three months following termination of employment (even if the holder continues providing services in some other capacity).

NSOs vs. RSUs NSOs give you the option to buy stock, but you might decide to never exercise them if the company's valuation falls below your strike price. In comparison, restricted stock units (RSUs) are actual shares that you acquire as they vest. You don't have to pay to exercise RSUs; you simply receive the shares.

ISOs have more favorable tax treatment than non-qualified stock options (NSOs) in part because they require the holder to hold the stock for a longer time period. This is true of regular stock shares as well.

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Georgia Nonqualified and Incentive Stock Option Plan of Intercargo Corp.