Exhibit 10(b)
KIMBALL INTERNATIONAL, INC.
ANNUAL PERFORMANCE SHARE AWARD
This Annual Performance Share
Award (the "APSA") dated the 22nd day of August 2006 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 upon the final grant of shares or forfeiture of
award, as the case may be, pursuant to the terms of this
Agreement.
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 2005 Profit Sharing Incentive Bonus Plan ("Bonus Plan")
for the fiscal year ended June 30, 2007, 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 granted, except for
-
Death
-
Permanent Disability
-
Retirement after attaining the
country-specific retirement age (62 in the U.S.)
-
Determination of Ineligibility by
the Company
If during the period of July 1,
2006, through June 30, 2007, an Officer's employment is terminated
because of Death, Permanent Disability or Retirement, or
Ineligibility is Determined, the Officer's shares are determined by
multiplying the APSA shares computed for the fiscal year ending
June 30, 2007, 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
