The purpose of the non-employee director stock option plan is to attract and retain highly qualified people who are not employees of the company or any of its subsidiaries to serve as non-employee directors of the company, and to encourage non-employee directors to own shares of the company's common stock.
The Cook Illinois Nonemployee Director Stock Option Plan is a compensation program designed to incentivize and reward nonemployee directors of Cook Illinois Corporation with stock options. This plan allows eligible directors who are not employees of the company to be granted stock options, providing them with an opportunity to purchase company shares at a predetermined price within a certain timeframe. The Cook Illinois Nonemployee Director Stock Option Plan is specifically tailored for nonemployee directors, distinguishing it from other stock option plans available to company employees. It aims to align the interests of nonemployee directors with the success and growth of Cook Illinois Corporation by offering them the possibility to acquire ownership in the company. This encourages them to actively contribute to the company's strategic decision-making, governance, and long-term value creation. Under this plan, nonemployee directors of Cook Illinois Corporation are granted stock options as a form of compensation. Stock options represent the right to purchase a specified number of company shares at a predetermined exercise price, usually the fair market value of the stock at the time of grant. Nonemployee directors can exercise these options after a certain vesting period, typically subject to the fulfillment of specific performance or service-based conditions. The Cook Illinois Nonemployee Director Stock Option Plan may have various types or tiers based on different factors such as director tenure, committee membership, or leadership roles. Some variations may include: 1. Standard Stock Option: This is the basic stock option granted to all eligible nonemployee directors, allowing them to purchase a specific number of shares at a predetermined price at a future date. 2. Performance-based Stock Option: This type of stock option grants the right to purchase company shares at a specific price, but the exercise is contingent upon the achievement of predetermined performance goals or milestones. It serves as an additional motivational component to align director objectives with company performance. 3. Leadership/Committee Stock Option: Directors serving in leadership roles or on specific committees may receive additional stock option grants as recognition for their increased responsibilities and contributions to the company's success. These stock options may have different terms or vesting schedules compared to standard options. 4. Restricted Stock Unit (RSU) Option: In some cases, a nonemployee director may be granted RSS instead of traditional stock options. RSS represents a promise to deliver company shares at a future date or upon the satisfaction of certain conditions, without requiring the director to make a purchase. Upon vesting, RSS are typically settled in shares or cash equivalents based on the fair market value at that time. The Cook Illinois Nonemployee Director Stock Option Plan presents an attractive opportunity for nonemployee directors to gain an ownership stake in the company, aligning their interests with those of shareholders. It serves as a method for attracting and retaining talented directors while fostering a strong commitment to corporate governance, accountability, and long-term value creation.
