Exhibit 10.3
NON-QUALIFIED STOCK OPTION
AGREEMENT
FOR COMPANY EMPLOYEES, NON-EMPLOYEE DIRECTORS
AND
CONSULTANTS
UNDER THE WATTS WATER
TECHNOLOGIES, INC.
2004 STOCK INCENTIVE PLAN
The grant to
the optionee (the “Optionee”) of an option (the
“Stock Option”) to purchase on or prior to the
expiration date (the “Expiration Date”) all or part of
the number of shares of Class A Common Stock, par value $.10 per
share (the “Option Shares”), of Watts Water
Technologies, Inc. (the “Company”) at a price per share
(the “Option Exercise Price”), all as set forth in the
Stock Option grant notification provided on the Company’s
OptionsNet website, is subject to the provisions of the
Company’s 2004 Stock Incentive Plan (the “Plan”)
and the terms and conditions contained in this Non-Qualified Stock
Option Agreement (the “Agreement”). By accepting
the grant of the Stock Option on the OptionsNet website, the
Optionee agrees to the terms and conditions of this
Agreement.
1.
Exercisability Schedule . No portion of this Stock
Option may be exercised until such portion shall have become
exercisable. Except as set forth below, and subject to the
discretion of the Administrator (as defined in Section 2 of
the Plan) to accelerate the exercisability schedule hereunder, this
Stock Option shall be exercisable in accordance with the following
schedule: 25% of the Option Shares shall become exercisable on the
first anniversary of the date of grant, an additional 25% of the
Option Shares shall become exercisable on the second anniversary of
the date of grant, an additional 25% of the Option Shares shall
become exercisable on the third anniversary of the date of grant
and the remaining 25% of the Option Shares shall become exercisable
on the fourth anniversary of the date of grant.
Once exercisable,
this Stock Option shall continue to be exercisable at any time or
times prior to the close of business on the Expiration Date, unless
the Stock Option is terminated sooner as provided
herein.
2.
Manner of Exercise .
(a)
The Optionee may exercise this Stock Option only in the following
manner: from time to time on or prior to the Expiration Date
of this Stock Option, the Optionee may give written notice to the
Administrator of his or her election to purchase some or all of the
Option Shares purchasable at the time of such notice. This
notice shall specify the number of Option Shares to be
purchased.
Payment of the
purchase price for the Option Shares may be made by one or more of
the following methods: (i) in cash, by certified or bank
check or other instrument acceptable to the Administrator;
(ii) through the delivery (or attestation to the ownership) of
shares of Stock that have been purchased by the Optionee on the
open market or that have been beneficially owned by the Optionee
for at least six months and are not then subject to any
restrictions under any Company plan; (iii) by the Optionee
delivering to the Company a properly executed exercise notice
together with irrevocable instructions to a broker to promptly
deliver to the Company cash
or a check payable
and acceptable to the Company to pay the option purchase price,
provided that in the event the Optionee chooses to pay the option
purchase price as so provided, the Optionee and the broker shall
comply with such procedures and enter into such agreements of
indemnity and other agreements as the Administrator shall prescribe
as a condition of such payment procedure; or (iv) a
combination of (i), (ii) and (iii) above. Payment instruments
will be received subject to collection.
The delivery of
certificates representing the Option Shares will be contingent upon
the Company’s receipt from the Optionee of full payment for
the Option Shares, as set forth above and any agreement, statement
or other evidence that the Company may require to satisfy itself
that the issuance of Stock to be purchased pursuant to the exercise
of Stock Options under the Plan and any subsequent resale of the
shares of Stock will be in compliance with applic
