Exhibit 99.1
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Notice of Grant of Stock Options and Option
Agreement
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Aldila Inc.
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ID: 13-3645590
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14145 Danielson, Suite B
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Poway, CA 92064
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Option Number:
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Plan:
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ID:
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Effective
you have been granted a(n) Incentive Stock Option to buy
shares of Aldila Inc. (the Company) stock at
$ per
share.
The total option price of the shares granted is
$
Shares in each period will become fully vested
on the date shown.
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Shares
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Vest Type
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Full Vest
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Expiration
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By your signature and the Company’s
signature below, you and the Company agree that these options are
granted under and governed by the terms and conditions of the
Company’s Stock Option Plan as amended and the Option
Agreement, all of which are attached and made a part of this
document.
INCENTIVE STOCK OPTION AWARD
AGREEMENT
THIS AWARD AGREEMENT, made as of the
day of
200 (the “Grant Date”), between
Aldila, Inc., a Delaware corporation (the
“Company”), and
(the “Optionee”).
WHEREAS, the Company has adopted the
Aldila, Inc. 2009 Equity Incentive Plan (the
“Plan”) in order to provide additional incentives to
certain Service Providers of the Company and its Subsidiaries;
and
WHEREAS, the Committee responsible
for administration of the Plan has determined to grant the Option
to the Optionee as provided herein.
NOW, THEREFORE, the parties hereto
agree as follows:
1.
Grant of Option.
1.1
The Company hereby grants to the
Optionee the right and option (the “Option”) to
purchase all or any part of an aggregate of the number of whole
Shares shown on the cover page attached to this Agreement
(subject to adjustment as provided in the Plan), subject to, and in
accordance with, the terms and conditions set forth in this
Agreement and the Plan.
1.2
Subject to the requirements of the
Code and Section 6(a)(i) of the Plan, the Option is
intended to qualify as an Incentive Stock Option within the meaning
of Section 422 of the Code and shall be so construed;
provided , however , that nothing in this Agreement
shall be interpreted as a representation, guarantee or other
undertaking on the part of the Company that the Option is or will
be determined to be an Incentive Stock Option within the meaning of
Section 422 of the Code.
1.3
This Agreement shall be construed in
accordance and consistent with, and subject to, the provisions of
the Plan and the cover page attached hereto (the provisions of
both of which are incorporated herein by reference) and, except as
otherwise expressly set forth herein, the capitalized terms used in
this Agreement shall have the same definitions as set forth in the
Plan.
2.
Purchase Price.
The price per share at which the
Optionee shall be entitled to purchase Shares upon the exercise of
the Option shall be as shown on the cover page attached to
this Agreement.
3.
Duration of
Option.
The Option shall be exercisable to
the extent and in the manner provided herein for a period of
years (not to exceed the maximum term permitted pursuant to the
Plan) from the Grant Date (the “Exercise Term”);
provided, however, that the Option may be earlier terminated upon
the occurrence of any of the events specified in the Plan as
resulting in such termination.
4.
Exercisability of
Option.
Unless otherwise provided in this
Agreement or the Plan, the Option shall entitle the Optionee to
purchase, in whole at any time or in part from time to time, those
Shares of the Option which are vested, as shown on the schedule
appearing on the cover page of this Agreement, unless
previously