Exhibit 10(a)
KIMBALL
INTERNATIONAL, INC.
ANNUAL PERFORMANCE SHARE AWARD
This Annual Performance Share Award (the "APSA") dated the 7th
day of September 2005 is awarded by Kimball International, Inc., an
Indiana corporation ("Company") to ____________ ("Officer")
pursuant to the terms of the Company's 2003 Stock Option and
Incentive Plan ("Plan").
WHEREAS the Compensation Committee of the Company ("Committee")
believes it to be in the best interests of the Company and its
shareowners, for its Officers to obtain or increase their
shareowner interests in the Company in order that they will have a
greater incentive to work for and manage the Company's affairs in
such a way that its shares may become more valuable, thereby
aligning the personal interests of Officers with the Company
shareowners; and
WHEREAS the Officer is employed by the Company or one of its
subsidiaries;
Now therefore, in consideration of these premises and of services
to be performed by the Officer, the Company hereby makes this APSA
to the Officer on the following terms and conditions hereafter
expressed and subject to the terms of the Plan.
AWARD
The Company hereby awards to the Officer a total of _________
shares of Class ___ Common Stock ("Common Stock") of the
Company.
EXPIRATION OF AWARD
The APSA expires on June 30, 2006.
SHARES OF AWARD
Shares of the APSA received will be determined by the bonus
computed (stated as a percent of eligible earnings) under the
Company's Profit Sharing Bonus Plan ("Bonus Plan") for the fiscal
year ended June 30, 2006, for the Officer at the Category 1 bonus
level ("Bonus Percent"). Shares granted are determined by
multiplying the shares awarded times the Bonus Percent. In
computing the shares received, the shares will be rounded down to a
full share excluding any fractional shares.
FORFEITURE OF AWARD
To be granted shares under the terms of this APSA, the Officer must
be a fulltime and eligible employee of the Company at the time
shares are issued, except for
§
Death
§
Permanent disability
§
Retirement at age 62 or older
§
Determination of ineligibility by the Company
If during the period of July 1, 2005, through June 30, 2006, an
Officer's employment is terminated because of death, permanent
disability or retirement at age 62 or older, or ineligibility is
determined, the Officer's shares are determined by multiplying the
APSA shares computed for the fiscal year ending June 30, 2006 by a
fraction determined by:
§
Numerator = number of months in the current fiscal year
that the Officer was a fulltime and eligible employee, including
the month which the termination of employment or eligibility ends,
which shall be considered a full month.
§
Denominator = 12 months.
In such cases, the Officer's (or beneficiary, in the event of
Officer's death) shares will be granted within 2 1/2 months after
the end of the Company's
