Exhibit 10.30
Hudson City Bancorp,
Inc.
2006 Stock Incentive
Plan
Stock Option Agreement
for Non-Employee Directors
Name:
Social Security No.:
Address:
This
Stock Option Agreement is intended to set forth the terms and
conditions on which a Stock Option (an “Option”) has
been granted under the Hudson City Bancorp, Inc. 2006 Stock
Incentive Plan. Set forth below are the specific terms and
conditions applicable to this Option. Attached as Exhibit A
are its general terms and conditions.
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Option
Grant
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Grant Date
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7/21/2006 |
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Class of Optioned
Shares*
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Common |
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No. of Optioned
Shares*
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50,000 |
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Exercise Price per
Share*
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$ 12.76 |
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Option Type (ISO or
NQSO)
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NQSO |
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VESTING:
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Earliest Exercise
Date*
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7/21/2007 |
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Option Expiration
Date*
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7/20/2016 |
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Subject to adjustment as provided in the Hudson City Bancorp,
Inc. 2006 Stock Incentive Plan and Exhibit A attached
hereto. |
By
signing where indicated below, Hudson City Bancorp, Inc. (the
Company) grants this Option upon the specified terms and
conditions, and the Recipient acknowledges receipt of this Stock
Option Agreement, including Exhibit A, and agrees to observe
and be bound by the terms and conditions set forth herein.
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| Hudson City Bancorp,
Inc. |
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Recipient |
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By
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Ronald E. Hermance, Jr. |
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«FIRST_NAME»
«LAST_NAME» |
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Chairman, President and
CEO |
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EXHIBIT A
Hudson City Bancorp, Inc.
2006 Stock Incentive Plan
Stock Option Agreement
for Non-Employee Directors
General Terms and Conditions
Section 1.
Option Size and Type . The
number of shares of Common Stock, par value $.01 per share
(“Shares”), that have been optioned to you is specified
in this Stock Option Agreement. Your Options are non-qualified
stock options, or “NQSOs” and do not qualify for the
special tax benefits applicable to incentive stock options under
the Internal Revenue Code of 1986.
Section 2.
Exercise Price . The Exercise
Price for your Option is the price per Share at which you may
acquire the Shares that have been optioned to you and is specified
in this Stock Option Agreement. As a general rule, the Exercise
Price for your Option will not change unless there is a stock
split, stock dividend, merger or other major corporate event that
justifies an adjustment under section 15.3 of the Plan.
Section 3.
Vesting .
(a)
Earliest Exercise Date . You may
not exercise your Options until they are vested. The date on which
your Options become vested is specified in this Stock Option
Agreement as the Earliest Exercise Date. As a general rule, you
must be in the service of the Company on an Earliest Exercise Date
in order to be vested in the Options that vest on that date. You
may acquire the Shares that have been optioned to you by exercising
your Options at any time during the period beginning on the
Earliest Exercise Date and continuing throughout the Exercise
Period, by following exercise procedures prescribed by the
Compensation Committee of the Company and available on request
through the Company’s Human Resources Department.
(b)
Accelerated Vesting . If your
service terminates with the Company, Hudson City Savings Bank or an
affiliate of the Company for which you serve as an non-employee
director (the “Employer”) due to your death or
Disability (as defined in the Plan) within six (6) months
prior to the Earliest Exercise Date, the Options that are scheduled
to vest on the Earliest Exercise Date will become fully and
immediately vested, without any further action on your part, upon
your death or Disability. In addition, in the event of Change in
Control (as defined in the Plan), your Options will be fully and
immediately vested on the date of the Change in Control.
(c)
Forfeiture . If you terminate service, you
forfeit all Options that have not vested and do not vest on an
accelerated basis on your termination date due to the circumstances
of your termination. When you forfeit Options, you relinquish any
and all rights that you have to acquire the Shares underlying the
options.
(d)
Definition of Service . For
purposes of determining the vesting of your Options, you will be
deemed to be in the service of the Company for so long as you serve
in any capacity as a common-law employee, non-employee director or
consultant of your Employer.
Section 4.
Exercise Period .
(a)
General . You will have the
right to purchase all or any portion of your Option at any time
during the period (“Exercise Period”) beginning on the
applicable Earliest Exercise Date (or any earlier date when the
Option has vested on an accelerated basis) and ending on the
earliest to occur of the following dates:
(i) the Option Expiration Date
specified in this Stock Option Agreement;
(ii) the last day of the three-month
period after your (A) voluntary resignation that is not in
anticipation of a Termination for Cause (as defined in the Plan) or
(B) discharge that is not a Termination for Cause (as defined
in the Plan);
(iii) the first anniversary of your
termination of service due to Death or Disability;