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EXHIBIT 10.22
INCENTIVE STOCK OPTION (FORM S.C.) COVER SHEET
UNDER THE
ANHEUSER-BUSCH COMPANIES, INC.
1998 INCENTIVE STOCK PLAN
GRANT INFORMATION
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Option Price
GRANTED TO Grant Date
Number of
Options $
Per Share
SAP ID Number
--------------------------------------------------------------------------------
Expiration Date
AGREEMENT
This Incentive Stock Option Cover Sheet (the "ISO Cover Sheet")
and
the Standard Incentive Stock Option Form
Agreement (Version 11/05) (the
"Standard ISO Form"), which is incorporated
herein by this reference,
together constitute a single Incentive
Stock Option Agreement (this "ISO
Agreement") under the Anheuser-Busch
Companies, Inc. 1998 Incentive Stock
Plan (the "Plan"). This ISO Agreement is
between Anheuser-Busch Companies,
Inc. (the "Company") and the person named
above under the caption "Granted
To" (the "Optionee"). By signing below,
Optionee accepts the Options granted
under this ISO Agreement, agrees to be
bound by the terms of this ISO
Agreement, and acknowledges that he or she
has received, read, and
understood a complete copy of the Standard
ISO Form which is part of this
ISO Agreement. Optionee understands that he
or she may request another copy
of the Standard ISO Form from the Company
as long as this ISO Agreement
remains outstanding.
THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION THAT
APPLIES
TO ALL DISPUTES RELATED TO THIS AGREEMENT,
AND MAY BE ENFORCED BY THE
PARTIES.
In witness whereof, the Company and the Optionee have executed
this
ISO Agreement in duplicate as of its Grant
Date.
Anheuser-Busch Companies, Inc.
By:
By:
------------------------------
------------------------------
Vice President
Optionee
FORM ISO - SC
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STANDARD INCENTIVE STOCK OPTION FORM AGREEMENT
(VERSION 11/05 FORM S.C.)
UNDER THE ANHEUSER-BUSCH COMPANIES, INC.
1998 INCENTIVE STOCK PLAN
This Standard Incentive Stock Option Form Agreement (the
"Standard
ISO Form"), and the Incentive Stock Option
Cover Sheet (the "Cover Sheet")
which specifically incorporates this
Standard ISO Form by reference,
together constitute a single Incentive
Stock Option Agreement (this "ISO
Agreement" or this "Agreement") under the
Anheuser-Busch Companies, Inc.
1998 Incentive Stock Plan (the "Plan").
This ISO Agreement is between
Anheuser-Busch Companies, Inc., a Delaware
corporation (the "Company"), and
the person designated on the Cover Sheet
under the caption "Granted To" (the
"Optionee"). The parties agree as
follows:
Section 1. GRANT. In conformity with the Plan, the provisions
of
which are incorporated herein by this
reference, and pursuant to action by
the Compensation Committee which
administers the Plan (the "Committee"), the
Company hereby irrevocably grants to the
Optionee Incentive Stock Options
(the "Options"), which are "incentive stock
options" under Section 422 of
the Internal Revenue Code of 1986 ("Code"),
as amended, to purchase all or
any part of the number of shares of common
stock of the Company ("Stock")
equal to the number set forth on the Cover
Sheet under the caption "Number
of Options", on the terms and conditions
herein set forth. The grant
hereunder is made as of the Grant Date set
forth on the Cover Sheet (the
"Grant Date").
Section 2. OPTION PRICE. The purchase price per share of the
Stock
covered by the Options (the "Option Price")
shall be the price specified on
the Cover Sheet under the caption "Option
Price $ Per Share".
Section 3.
EXERCISABILITY.
(A) EXCEPT AS OTHERWISE PROVIDED IN THIS AGREEMENT, THE
OPTIONEE SHALL HAVE THE RIGHT TO EXERCISE ONE-THIRD OF THE
OPTIONS
ON AND AFTER THE FIRST ANNIVERSARY OF THE GRANT DATE, THE NEXT
ONE-THIRD OF THE OPTIONS ON AND AFTER THE SECOND ANNIVERSARY OF
THE
GRANT DATE, AND THE REMAINING ONE-THIRD ON AND AFTER THE THIRD
ANNIVERSARY OF THE GRANT DATE.
(b)
Optionee shall not exercise and shall forfeit any of
the Options which are not exercisable on the date Optionee
ceases
to be employed by any of the Company, a Subsidiary, or an
Affiliate, unless such exercise dates are accelerated as
provided
herein.
(c) All outstanding Options shall become immediately
exercisable:
(i) on the date
of the Optionee's Retirement or
Disability;
(ii) on the date of
Optionee's death while
employed by Company;
(iii) on the occurrence of an Acceleration Date;
or
(iv) as contemplated
in Section 3(h).
FORM ISO - SC
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(d) Optionee (or Optionee's guardian or legal
representative in the case of Section 3(d)(iv)) may exercise any
or
all exercisable Options through the Expiration Date set forth
on
the Cover Sheet (the "Expiration Date") if:
(i) the Optionee
remains an employee of the
Company or any Subsidiary or an Affiliate through
the Expiration Date;
(ii) the Optionee
voluntarily terminates his or
her employment due to Retirement;
(iii) the Optionee's employment is involuntarily
terminated by any of the Company, a Subsidiary,
or an Affiliate because of a sale of a Subsidiary
or Interest in an Affiliate, or a sale of assets
of any business operation owned by the Company, a
Subsidiary or an Affiliate, or because of a
liquidation, shutdown, spin-off, distribution,
reorganization,
reduction in force, lay-off or
similar event and the Optionee is not
contemporaneously hired by another of the
Company, a Subsidiary or an Affiliate; or
(iv) the Optionee's
employment is terminated as a
result of a Disability.
(e) If Optionee voluntarily terminates his or her
employment other than due to Retirement, Optionee may exercise
any
or all Options that are exercisable on the date of such
termination
through the earlier of the Expiration Date or the period ending
three (3) months following the date of such termination.
(f) If Optionee dies prior to the Expiration Date (whether
or not Optionee is then employed by the Company, a Subsidiary or
an
Affiliate), all Options the Optionee (or Optionee's guardian or
legal representative in the case of Section 3(d)(iv)) had the
right
to exercise at the date of death (including all Options that
become
exercisable at the date of death pursuant to Section 3(c)(ii)
hereof) may be exercised by Optionee's "Post Death
Representatives"
(as defined in Section
5(a) hereof) but only until the earlier to
occur of the Expiration Date or the date three (3) years after
the
date of death, and shall not be exercised thereafter.
(g) Optionee shall forfeit all Options, regardless of
whether or not exercisable, if such Optionee's employment is
terminated for cause or for any other reason not set forth
Section
3(d)(ii), (iii), (iv), (e) or (f).
(h) The Committee may accelerate the dates on which the
Options become exercisable at any time and for any reason.
(i) The exercisability of the Options shall not be
affected by any change of duties or position of Optionee so long
as
Optionee continues to be an employee of at least one of the
Company, a Subsidiary or an Affiliate.
(j) An Optionee who is as of the Grant Date on, or
following the Grant Date commences, an Employer-authorized leave
of
absence for any reason (a "Leave of Absence") shall be deemed
to
remain employed by the Employer for purposes of this Option
grant
unless (i) the Leave of Absence extends beyond the second
anniversary (the "Leave of Absence Expiration Date") of the date
on
which the Leave of Absence
FORM ISO - SC
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commenced, and (ii) the Leave of Absence Expiration Date occurs
prior to the Expiration Date, in which event the Optionee will
be
deemed to have terminated his or her employment with the effect
set
forth in Section 3(e) on and as of the Leave of Absence
Expiration
Date.
(k) An Optionee who is as of the Grant Date on, or
following the Grant Date commences, an Employer-authorized
special
assignment shall be deemed to remain employed by the Employer
throughout the term of the special assignment for all purposes
under this Agreement.
Section 4. TERMINATION. The Options shall terminate and cease to
be
exercisable in accordance with the
following provisions:
(a) Notwithstanding any other provisions of this Agreement, the
Options shall terminate at the close of
business on the Expiration Date,
unless sooner terminated as provided
below.
(b) The Options shall terminate when they no longer may be
exercised pursuant to Section 3, if sooner
than the Expiration Date.
Section 5. EXERCISES.
(a) Optionee may exercise some or all of the Options, to the
extent
exercisable, by paying the Option Price of
the Options exercised and taking
all other required actions in accordance
with Section 5(b). The Options may
be exercised only by Optionee or his or her
guardian or legal representative
during his or her lifetime, and only by
Optionee's Post-Death
Representatives after Optionee's death. The
term "Post-Death
Representatives" means the executor or
administrator of Optionee's e
