A Nebraska Stock Option Agreement between a Corporation and an Officer or Key Employee is a legally binding document outlining the terms and conditions under which an officer or key employee of the corporation can purchase or acquire stock options. In Nebraska, there are several types of stock option agreements that corporations can establish with their officers or key employees, each catering to different circumstances and objectives. Here are some of the key types: 1. Non-Qualified Stock Option Agreement: This type of agreement grants the officer or key employee the right to purchase a predetermined number of company stocks at a specified price within a specific timeframe. The advantage of this agreement is that it offers flexibility in the exercise of stock options but may be subject to certain tax implications. 2. Incentive Stock Option Agreement: Under this agreement, the corporation provides preferred tax treatment to the officer or key employee. If the employee meets certain criteria, such as remaining with the company for a specified period, favorable tax treatment is applied when exercising the stock options. 3. Restricted Stock Unit Agreement: Instead of granting stock options, this agreement awards restricted stock units (RSS) to the officer or key employee. RSS represents a promise to deliver company stock at a future date, usually subject to certain vesting conditions. This type of agreement allows the employee to share in the value of the company's stock without immediately owning it. Regardless of the type of Nebraska Stock Option Agreement, there are essential elements common to all: a. Grant of Stock Options: This section specifies the number of options granted, the strike price (or purchase price), and the dates of option grants. b. Vesting: The agreement should clearly outline the vesting schedule, which details when the officer or key employee becomes eligible to exercise their stock options. c. Exercise Period: This section specifies the timeframe within which the officer or key employee can exercise their stock options following vesting. It may vary depending on the agreement type. d. Termination of Agreement: The circumstances under which the agreement is terminated or expires should be clearly defined, including resignation, retirement, termination, or change of ownership. e. Non-transferability: Nebraska Stock Option Agreements are typically non-transferable, ensuring that only the officers or key employees can exercise their granted options. f. Governing Law and Dispute Resolution: The agreement should specify that it is governed by Nebraska state law and outline the methods of dispute resolution, such as mediation or arbitration. g. Confidentiality and Non-Disclosure: It is common for these agreements to include clauses that require officers or key employees to maintain the confidentiality of any non-public information received during their employment. It is crucial to consult with legal professionals or corporate attorneys when drafting or entering into a Nebraska Stock Option Agreement to ensure compliance with state laws, tax regulations, and the specific objectives of both the corporation and the officer or key employee.