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Exhibit
10.2
LUBY’S, INC.
INCENTIVE STOCK OPTION
GRANTED UNDER LUBY’S INCENTIVE STOCK
PLAN
Name of Employee :
Date of Grant:
Number of Option Shares:
Option Price per Share:
THIS OPTION is granted on
the above date (the "Date of Grant") by Luby's, Inc. (the
"Company") to the person named above (the "Employee"), upon
the following terms and conditions:
1.
Grant of Option. The Company
grants to the Employee an option to purchase, on the terms
and conditions stated herein, the number of shares specified
above (the "Option Shares") of the Company's Common Stock,
par value $0.32 per share (“Common Stock”) at the
Option Price specified above.
2.
Type of Option. This Option is
granted under the Luby’s Incentive Stock Plan (the
"Plan") and shall be subject to all applicable provisions of
the Plan, as it may be amended from time to
time. This Option is an "incentive stock option"
as defined in Section 422 of the Internal Revenue Code and is
intended to conform to the requirements of Section 422 of the
Internal Revenue Code and to the provisions of the
Plan. The terms "parent corporation" and
"subsidiary corporation" have the meanings given to them by
Section 424 of the Internal Revenue Code. All
section references to the Internal Revenue Code are intended
to include any future amendments or substitutions therefor in
the Code.
3.
Continuous Employment. This
Option may be exercised by the Employee only if, at all times
from the Date of Grant to the date of such exercise, the
Employee was an employee of the Company or a parent or
subsidiary of the Company or another corporation referred to
in Section 422 of the Internal Revenue Code, unless such
continuous employment is terminated by such employer, or by
retirement, or by disability, or is otherwise terminated with
the written consent of the employer. If such
continuous employment is so terminated, this Option may be
exercised, to the extent the Option was exercisable on the
date of termination of employment, within one year after such
termination of employment, but in no event later than the
termination date of this Option. Termination of
employment shall mean the last date that Grantee is either an
employee of the Company or an Affiliate or engaged as a
consultant or director of the Company or an
Affiliate. Retirement means retirement on or after
the Employee's 65th birthday. Disability means a
disability which qualifies the Employee for benefits under a
long-term disability program maintained by the Company or a
subsidiary of the Company.
4.
Death of Employee. If the
Employee dies at a time when any portion of this Option is
exercisable by him, this Option may be exercised as to such
portion within one year after the date of death, by the
person or persons to whom his rights under this Option shall
have passed by will or by the laws of descent and
distribution, but in no event later than the termination date
of this Option.
5.
Period of Option and Right to Exercise.
The term of this Option is ten years from
the Date of Grant. The termination date of this
Option is the day preceding the tenth anniversary of the Date
of Grant. This Option may not, in any event, be
exercised prior to the first anniversary of the Date of Grant
or subsequent to the expiration date of this
Option. Subject to the provisions of paragraphs 3
and 4 above, this Option shall become exercisable as to
one-fourth of the total number of Option Shares on each
succeeding anniversary of the Date of Grant. Once
the right to purchase shares has accrued, such shares may
thereafter be purchased at any time, or in part from time to
time, until the expiration date of this Option, subject to
the provisions of paragraphs 3 and 4 above and paragraph 6
below. In no case may this Option be exercised for
a fraction of a share.
6.
Payment for Shares. Payment for
shares purchased upon exercise of this Option shall be made
in full at the time of exercise of the Option. No
loan shall be made or guaranteed by the Company for the
purpose of financing the purchase of any optioned
shares. Payment of the Option Price shall be made
in cash or may be made by delivering Common Stock of the
Company having a fair market value at least equal to the
Option Price, or a combination of Common Stock and
cash. Such fair market value shall be determined
by the closing price of the Common Stock on the New York
Stock Exchange on the date on which this Option is exercised
or, if no sale of the Common Stock shall have been made on
the Exchange on that day, then on the next following day for
which there is a reported sale.
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