Exhibit 10.34
FIRST AMENDMENT TO THE
WADDELL & REED FINANCIAL, INC.
NON-QUALIFIED STOCK OPTION GRANT AGREEMENT
This First Amendment to the Waddell &
Reed Financial, Inc. Non-Qualified Stock Option Grant
Agreement (the “Amendment”) is made and entered into on
this 7 th day of November, 2007, between
Waddell & Reed Financial, Inc. (the
“Company”) and the undersigned holder of options to
purchase shares of the Company’s Class A Common Stock
(the “Optionee”).
WHEREAS , the Company previously granted to
Optionee the option identified on the attached Schedule I (the
“Option”) to purchase shares of the Company’s
Class A Common Stock (the “Stock”) under the
Waddell & Reed Financial, Inc. 1998 Stock Incentive
Plan, as amended and restated (the “Plan”);
WHEREAS , the Company and the Optionee
entered into a formal Stock Option Grant Agreement (the
“Option Agreement”) evidencing each such Option;
and
WHEREAS , the Company desires to amend the
Option Agreement to require that the Optionee surrender the Option
to the Company for a single lump sum cash payment in full
settlement of the Option.
NOW THEREFORE
, the Option Agreement
shall be amended as follows:
1.
Section 5 of the
Option Agreement shall be amend