A Wayne Michigan Director Option Agreement refers to a legal document that outlines the terms and conditions between a director and a company regarding stock options. It specifies the director's right to purchase a certain number of company shares at a predetermined price within a specific time frame. In Wayne, Michigan, there are primarily two types of Director Option Agreements commonly used: Non-Qualified Stock Options (SOS) and Incentive Stock Options (SOS). 1. Non-Qualified Stock Options (SOS): This type of Director Option Agreement provides directors with the right to purchase company shares at a set price, known as the exercise price, within a specific timeframe, regardless of the director's status as an employee. SOS do not qualify for special tax treatment and are subject to ordinary income tax rates upon exercise. 2. Incentive Stock Options (SOS): These agreements grant directors the right to purchase company shares at a fixed price within a predetermined period. SOS are typically available for employees rather than non-employee directors. They offer potential tax advantages, as any potential gains from exercising SOS may be taxed at the lower long-term capital gains rates, subject to certain holding requirements. When drafting a Wayne Michigan Director Option Agreement, it is essential to include various key provisions. These typically consist of the following: 1. Grant of Options: Clearly outline the number of options being granted, the exercise price, and any specific terms or conditions associated with the options. 2. Exercise Period: Specify the timeframe during which the director can exercise their options. This period is usually subject to vesting or expiration conditions. 3. Vesting Schedule: Define when the director's options become exercisable, often tied to a certain period of service or achievement of specific performance goals. 4. Forfeiture: Outline any provisions that may result in the forfeiture of the options, such as termination of the director's position or violation of non-compete or non-disclosure agreements. 5. Transferability: Determine if the director is allowed to transfer their options to another individual or entity. 6. Governing Law: Designate the jurisdiction and applicable laws that will govern the agreement. Wayne Michigan Director Option Agreements play a crucial role in attracting and retaining talented directors by offering them the opportunity to participate in the company's success. These agreements help align the interests of directors with the company's long-term goals and can provide valuable financial incentives for their continued commitment and dedication.