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VALLEY NATIONAL BANCORP NONQUALIFIED STOCK OPTION AGREEMENT

Option Agreement

VALLEY NATIONAL BANCORP NONQUALIFIED STOCK OPTION AGREEMENT | Document Parties: VALLEY NATIONAL BANCORP You are currently viewing:
This Option Agreement involves

VALLEY NATIONAL BANCORP

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Title: VALLEY NATIONAL BANCORP NONQUALIFIED STOCK OPTION AGREEMENT
Governing Law: New Jersey     Date: 5/27/2009
Industry: Regional Banks     Sector: Financial

VALLEY NATIONAL BANCORP NONQUALIFIED STOCK OPTION AGREEMENT, Parties: valley national bancorp
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EXHIBIT 10.2

 

Name of Employee:

  

No. of Shares:

  

 

 

 

  

Exercise Price:

  

 

VALLEY NATIONAL BANCORP

NONQUALIFIED STOCK OPTION AGREEMENT

VALLEY NATIONAL BANCORP, a New Jersey corporation (the “Company”), this              day of                          , 200      , (the “Option Date”) hereby grants to              (the “Employee”), an employee of the Company or a subsidiary thereof, pursuant to the Company’s 2009 Long-Term Stock Incentive Plan (the “Plan”), an option to purchase shares of the Common Stock, no par value, of the Company (“Common Stock”) in the amount and on the terms and conditions hereinafter set forth.

1. Incorporation by Reference of Plan . The provisions of the Plan, a copy of which is being furnished herewith to the Employee, are incorporated by reference herein and shall govern as to all matters not expressly provided for in this Agreement. Terms not defined herein have the meanings set forth in the Plan. In the event of any conflict between the terms of this agreement and the Plan, the terms of the Plan shall govern.

2. Grant of Option . The Company hereby grants to the Employee the option (the “Option”) to purchase all or any part of an aggregate of              shares of Common Stock (“Shares”) on the terms and conditions herein set forth.

3. Purchase Price . The purchase price of the shares of Common Stock subject to the Option shall be $              per share subject to adjustment as provided in Section 10 below.

4. Terms of Option . (a)  Vesting . This Option shall not be exercisable until the dates shown below:

Notwithstanding the foregoing vesting schedule, upon the death or Retirement (as such term is defined in the Plan) of the Employee, all options shall become immediately exercisable.

(b) Final Termination . Notwithstanding anything to the contrary set forth herein, the Option shall no longer be exercisable 10 years and one day from the date hereof or such shorter as is prescribed in the Plan or in this Agreement.

5. Restrictions . This Option is subject to all the terms and conditions set forth in the Plan including, but not limited to, the following:

(a) This Option is not transferable, as provided in Section 6(c) of the Plan;


(b) This Option may be exercised for a period of up to two years, and in no event for a period of less than one year, after the Employee dies, as provided in Section 6(g)(1) of the Plan;

(c) This Option lapses upon the termination of employment if the termination is by the Company or by a subsidiary for Cause or is by the Employee (other than due to the Employee’s Retirement), as provided in Section 6(g)(2) of the Plan;

(d) This Option lapses at the conclusion of the remaining term of the Option and no event including the death of the Employee shall extend the exercise period beyond such date (as defined in the Plan);

(e) This Option lapses 90 days after the termination of Employee’s employment if the termination is for any reason other than Cause, Retirement, death or termination by the Employee (other than for Retirement), as provided in Section 6(g)(4) of the Plan; and

(f) This Option may be exercised by the designated beneficiaries of the Employee, as provided in Section 17(c) of the Plan.

6. Exercise . This Option shall be exercised by notice to the Company, accompanied by full payment, as set forth in Section 6(e) of the Plan. A sample form to be used in exercising this Option is attached.

7. Accelerated Stock Options . With respect to an Employee who was at any time a named executive officer (as determined under Item 402 of Regulation S-K of the Exchange Act), this Option is subject to all the terms and conditions set forth in the Plan regarding Accelerated Stock Options including, but not limited to, the following:

 

 

a.

The retention requirements as provided in Section 6(g) of the Plan; and

 

 

b.

The inclusion on any certificate issued by the Company for Shares obtained upon the exercise of the Option of a legend restricting transfer of Shares subject to the retention requirements as provided in Section 6(g) of the Plan.

8. Tax Treatment Upon Exercise . The Option is a “Nonqualified” Option and is not intended to be an incentive option within the meaning of Section 422 of the Internal Revenue Code of 198


 
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