The Texas Nonemployee Directors Nonqualified Stock Option Plan of Cocos, Inc. is a specialized compensation program designed for nonemployee directors who serve on the board of directors for the company. This plan offers nonqualified stock options as a form of compensation, allowing nonemployee directors to purchase shares of the company's stock at a predetermined price. Nonqualified stock options are a type of stock option that does not meet the strict requirements set by the Internal Revenue Code for incentive stock options (SOS). Unlike SOS, nonqualified stock options do not provide preferential tax treatment. However, they offer flexibility in terms of vesting schedules and exercise dates. Cocos, Inc. offers different variations of the Texas Nonemployee Directors Nonqualified Stock Option Plan, designed to accommodate the unique needs and circumstances of their nonemployee directors. These variations may include: 1. Deferred vesting options: In this type of plan, the stock options granted to nonemployee directors have a deferred vesting schedule. This means that the options will not become exercisable immediately upon grant but rather over a predetermined period. This approach ensures that nonemployee directors have a vested interest in the long-term success of the company. 2. Performance-based options: Under this variation, the vesting of stock options is tied to the achievement of specific performance targets or milestones. Nonemployee directors must meet or exceed these targets for the options to become exercisable. This type of plan aligns the interests of nonemployee directors with the overall goals and objectives of Cocos, Inc. 3. Stock appreciation rights: In certain cases, Cocos, Inc. may offer nonemployee directors stock appreciation rights (SARS) instead of traditional stock options. SARS provides the right to receive the appreciation in the value of a specified number of shares, without the need for the director to purchase the underlying stock. In summary, the Texas Nonemployee Directors Nonqualified Stock Option Plan of Cocos, Inc. is a compensation program designed specifically for nonemployee directors. This plan grants nonqualified stock options and may have variations such as deferred vesting options, performance-based options, or stock appreciation rights. By offering these options, Cocos, Inc. aims to attract and retain top talent on its board of directors while aligning their interests with the company's long-term success.