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CALAMOS ASSET MANAGEMENT,
INC.
Equity Award Statement
for:
Congratulations! The following summarizes your
_________Calamos Restricted Stock/Option Equity Award:
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Total number
of options
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granted
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Option price
per share
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The fair market
value of CLMS Class A Stock as of the grant date
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Expiration
date
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_________subject to earlier
termination
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RESTRICTED
STOCK UNITS (“RSUs”)
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Total number
of RSUs
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granted
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Grant
date
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_________
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Vesting
Schedule
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A portion of
your STOCK OPTIONS becomes available for
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purchase on
each of these dates:
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• Up to 33 1/3% on
_________
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• Up to 66 2/3% on
_________
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• Up to 100% on and after
_________, but prior to the Expiration Date
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A portion of
your Restricted Stock Units vest on each of the following
dates:
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• 33 1/3% on
_________
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• 33 1/3% on
_________
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• 33 1/3% on
_________
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Your stock
option and restricted stock units were issued from the Calamos
Asset Management, Inc. Incentive Compensation Plan. This stock
option and restricted stock units award is governed by the terms
and conditions of this Award Statement, which includes the
accompanying Terms of the _________ Equity Awards and the Incentive
Compensation Plan. A copy of the Incentive Compensation Plan is
posted on the Human Resources Intranet website.
This
Award Statement, including the accompanying Terms of the Equity
Awards, constitutes part of a prospectus covering securities that
have been registered under the Securities Act of 1933, as
amended.
Calamos Asset Management,
Inc
Incentive Compensation
Plan
Terms of the ________ Equity
Awards
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Nonqualified
stock options and restricted stock units
(“RSUs”).
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When vested
each stock option entitles the holder to purchase one
(1) share of Class A common stock of Calamos Asset
Management, Inc. (“CLMS”) at the applicable option
price.
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When vested,
each RSU entitles the holder to receive one (1) share of CLMS
Class A common stock for each vested RSU.
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The date(s)
upon which the stock options become exercisable are set forth on
the Award Statement, together with the expiration date of the
option.
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The date(s)
upon which the RSUs vest are set forth on the Award
Statement.
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In the event of
termination of employment due to death or disability, a portion (or
all) of the unvested stock options and RSUs will vest as of the
date of such termination of employment. The portion that will vest
will be determined as follows:
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• If any portion of the option
and RSUs has become vested prior to the date of termination, then
the vesting of those stock options and RSUs scheduled to vest on
the next following vesting date will be accelerated to the date of
such termination of employment.
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• If the termination occurs
prior to vesting of the options and RSUs, then a pro rata portion
will vest based on the number of whole months elapsed in the period
from the grant date to the date of termination, divided by the
number of months in the period from the grant date to the date the
grant was to become 100% vested; provided that if the number of
options and RSUs scheduled to vest on the first vesting date is
greater than such pro rata portion, the greater number of options
and RSUs will vest.
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Upon
termination of employment after attainment of age 55 and at least
ten (10) continuous years of service within the Calamos
organization, you will be deemed for purposes of this Award to have
terminated your employment due to “retirement.” In the
event of retirement, your stock options and RSUs will remain
outstanding and continue to vest as if your employment had not
terminated, so long as you remain retired from the investment
management industry (as determined by the Committee). Your stock
options will be or become exercisable as set forth below. In the
event you should cease to be
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Terms of ______Awards – Page 2
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