Exhibit
10.22
THIS DOCUMENT CONSTITUTES
PART OF A PROSPECTUS COVERING SECURITIES
REGISTERED UNDER THE
SECURITIES ACT OF 1933.
AIR T,
INC.
DIRECTOR STOCK OPTION
AGREEMENT
(2005 EQUITY INCENTIVE
PLAN)
THIS AGREEMENT, made effective as of the ___ day
of _______, 20__ (the “Grant Date”), by and between Air
T, Inc. (the “Corporation”), and [name] (the
“Holder”).
WHEREAS, the Corporation has adopted the Air T,
Inc. 2005 Equity Incentive Plan (the “Plan”) in order
to provide additional incentives to certain employees and directors
and consultants of the Corporation and its Subsidiaries;
and
WHEREAS, Section 3.1 of the Plan provides for
the award of options to purchase 2,500 shares of Common Stock to
each non-employee director of the Corporation elected at the 2005
annual meeting of stockholders of the Corporation and to each
non-employee director upon his initial election to the Board of
Directors thereafter; and
[WHEREAS, the Holder was initially elected a
director of the Corporation at its 2005 annual meeting of
stockholders, and although this Agreement may be executed after
September 28, 2005, it shall be deemed effective as of September
28, 2005;]
NOW, THEREFORE, the parties hereto agree as
follows:
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1.
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Grant of Option
. Pursuant to Section 3.1 of the
Plan, the Corporation hereby grants to the Holder an option (the
“Option”) to purchase all or any part of an aggregate
of 2,500 shares of Common Stock (the “Shares”), subject
to, and in accordance with, the terms and conditions set forth in
this Agreement and the Plan. The Option and this Agreement are
subject to all of the terms and conditions of the Plan, which terms
and conditions are hereby incorporated 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.
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2.
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Exercise
Price . The price at
which the Holder shall be entitled to purchase Shares upon the
exercise of the Option shall be $ __.__ per share.
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3.
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Duration of Option
. Subject to the terms of the Plan,
the Option shall remain exercisable for the lesser of (10) ten
years after the date of grant, (1) one year from the date the
Participant shall cease, by reason of the Participant’s
death, Disability or Retirement, to be a Nonemployee Director, or
(3) three months from the date the Participant shall cease, for any
reason other than s
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