Exhibit 10.56
MGP INGREDIENTS,
INC.
AGREEMENT AS TO AWARD OF
RESTRICTED SHARES
GRANTED UNDER THE
NON-EMPLOYEE
DIRECTORS’ RESTRICTED STOCK
PLAN
|
Date of Grant: October 17, 2008
|
|
|
Time of Grant: Close Market
|
Restricted Shares
|
In accordance with and subject to the terms and
restrictions set forth in the MGP Ingredients, Inc.
Non-Employee Directors’ Restricted Stock Plan (the
“Plan”) and this Agreement, MGP INGREDIENTS, INC., a
Kansas corporation (the “Company”), hereby grants to
the Director named below (“Participant”) the number of
Restricted Shares of Common Stock of the Company as set forth
below:
Participant: John
Speirs
Number of Restricted Shares under
the Plan: 5,274
NOW, THEREFORE, the Company and the Participant
hereby agree to the following terms and conditions:
1.
Issuance of Restricted
Shares . The shares
described above are being issued by the Company to the Participant
as restricted shares pursuant to the terms and provisions of the
Plan, a true copy of which is attached hereto as Exhibit A and
incorporated herein by reference. Upon the execution of this
Agreement, the Company shall issue in the Participant’s name
the aggregate number of restricted shares described above, subject
to the provisions of the Plan requiring that such certificate or
certificates be held in the custody of the Company.
2.
Vesting in Restricted
Shares . Subject to
the provisions of the Plan, restricted shares shall vest in the
Participant upon the Participant’s completion of three
(3) full years of service on the Board of Directors of the
Company (“Vesting Period”) commencing on
October 17, 2008. The restricted shares issued to the
Participant shall be forfeited to the Company if the Participant
resigns as a director during his or her term and prior to the end
of the Vesting Period. The restricted shares are subject to
accelerated vesting as provided in the Plan.
3.
Restriction on
Transfer . The
Participant may not sell, assign, transfer, pledge, hypothecate, or
otherwise dispose of any restricted shares t
