EXHIBIT 10.9
FORM OF
STOCK OPTION
AGREEMENT
(Culp, Inc. 2007 Equity Incentive
Plan)
THIS STOCK OPTION AGREEMENT
(the “ Agreement
”), made effective as of the ___ day of ___________, ______
(the “ Grant Date ”), is by and between Culp,
Inc., a North Carolina corporation (the “ Corporation
”), and __________________ (the “ Holder
”).
WHEREAS , the Corporation has adopted the Culp, Inc. 2007
Equity Incentive Plan (the “ Plan ”) to give
Eligible Individuals the opportunity to acquire a proprietary
interest, or otherwise increase their proprietary interest, in the
Corporation as an incentive to provide or continue their Service;
and
WHEREAS , the Corporation has awarded to the Holder an
Option under the Plan, which Award shall be evidenced by this
Agreement and effective as of the Grant Date (even though this
Agreement may be physically executed and delivered after the Grant
Date);
NOW, THEREFORE , the parties hereto agree as follows:
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Grant of Option . Pursuant to the Plan, the
Corporation hereby grants to the Holder an Option to purchase all
or any part of an aggregate of shares of Common Stock
(the “ Option 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 hereby are incorporated by
reference. Except as otherwise expressly set forth
herein, capitalized terms used in this Agreement shall have the
same definitions as set forth in the Plan.
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Status of
Option . The
Option is intended to be [select one]:
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o an Incentive Stock Option.
o
a Non-Qualified
Stock Option.
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Exercise
Price . The
price at which the Holder shall be entitled to purchase Option
Shares upon the exercise of the Option shall be $____ per
share.
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Term
of Option . Subject to the terms of the Plan and
this Agreement, the Option shall be exercisable at any time prior
to the tenth anniversary of the Grant Date (the “
Expiration Date ”). To the extent not
exercised before the Expiration Date, this Option shall
automatically expire unexercised.
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Vesting and
Exercisability of Option . Subject to the terms of the Plan,
the Option shall vest and become exercisable [select
one]:
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twenty percent
(20%) of the Option Shares beginning on the first anniversary of
the Grant Date;
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an additional
twenty percent (20%) of the Option Shares beginning on the second
anniversary of the Grant Date;
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an additional
twenty percent (20%) of the Option Shares beginning on the third
anniversary of the Grant Date;
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an additional
twenty percent (20%) of the Option Shares beginning on the fourth
anniversary of the Grant Date; and
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the remaining
twenty percent (20%) of the Option Shares beginning on the fifth
anniversary of the Grant Date.
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Notwithstanding
the foregoing, subject to the provisions of the Plan and the
discretion of the Committee, no portion of the Option shall become
exercisable following the termination of the Holder’s
Service.
________________________________________________________________________
________________________________________________________________________
________________________________________________________________________
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Acceleration
of Vesting . (select one)
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o The Option shall not accelerate automatically
upon the occurrence of a Change of Control or the occurrence of any
other events, provided that nothing herein shall affect the
authority of the Committee to accelerate the time after which the
Option shall be exercisable.
