The Wyoming Stock Option Plan for Nonemployee Directors of Cameo International, Inc. is a comprehensive program designed to provide lucrative opportunities for nonemployee directors to acquire company stock. It serves as a part of the overall compensation structure, ensuring the alignment of interests between the directors and the company's shareholders. This plan is tailored exclusively for directors who are not employed by Cameo International, Inc., creating a framework to reward their contributions and incentivize strong corporate governance. Under the Wyoming Stock Option Plan, eligible nonemployee directors of Cameo International, Inc. are granted the right to purchase company shares at a predetermined price, known as the exercise price. These stock options typically have a fixed expiration date and must be exercised within a specified period. By offering stock options, the company aims to motivate directors to make decisions that boost shareholder value and promote the long-term success of the organization. The plan recognizes different types of stock options, including: 1. Nonqualified stock options (Nests): These options offer flexibility as they can be granted below the fair market value of the stock on the grant date. Nonqualified stock options provide the opportunity to purchase company shares at a predetermined price, regardless of their market value at the time of exercise. 2. Incentive stock options (SOS): SOS are granted with specific tax advantages. If certain conditions are met, such as the shares being held for at least one year after exercise and two years after the grant date, the director can benefit from favorable tax treatment upon sale of the stock. 3. Restricted stock units (RSS): While not technically options, RSS are an alternative form of equity compensation. Directors granted RSS receive hypothetical shares or units which will be converted to actual shares at a predetermined vesting date or event. RSS are subject to vesting conditions, such as continued service on the board, and they typically have value tied to the company's stock price. The Wyoming Stock Option Plan for Nonemployee Directors of Cameo International, Inc. provides a valuable opportunity for directors to share in the company's success and engage in long-term ownership. It encourages a sense of commitment and dedication while fostering accountability among the board members. By utilizing different types of stock options according to their specific attributes, Cameo International ensures flexibility and caters to the individual needs and goals of its nonemployee directors.