Exhibit 10.3
LONE STAR TECHNOLOGIES, INC.
FORM OF EMPLOYEE OPTION AGREEMENT
WITH ONE-YEAR
VESTING
Non-Qualified Stock Option
Granted Pursuant to the
2004 Long-Term Incentive Plan
OPTION granted
[ ],
20[ ] (the “ Date of Grant
”) by Lone Star Technologies, Inc. (“ LST
”) to
[ ]
(“ Optionee ”) pursuant to LST’s 2004
Long-Term Incentive Plan (the “ Plan
”).
1.
Option Grant
. LST hereby grants to the
Optionee the option (“ Option ”) to purchase a
total of
[ ]
shares of Common Stock, $1.00 par value, of LST (“ Common
Stock ”) at the exercise price per share of
$[ ] , upon
the terms and conditions hereinafter stated. This Option shall not
be treated as an “incentive stock option” within the
meaning of section 422 of the Internal Revenue Code of 1986, as
amended.
2.
Portions of Option
Exercisable .
Except as specifically provided herein, the Option will become
exercisable as to the total number of shares covered by the Option
on the first anniversary of the Date of Grant, subject to the
Optionee’s remaining in the continuous employment of LST or
one of its subsidiaries (“ employment ”) through
such anniversary date. The Option will expire upon the termination
of the Optionee’s employment if and to the extent the Option
has not then become exercisable.
3.
Acceleration of
Vesting . The Option
will become fully exercisable if, before the first anniversary of
the Date of Grant, (a) the Optionee’s employment terminates
by reason of the Optionee’s death, retirement after age 65 or
retirement with the consent of LST (subject, in the case of
retirement, to such other conditions as LST may impose), or (b)
there is a Change in Control (within the meaning of Section 9(d) of
the Plan) and, within two years after the Change in Control, the
Optionee’s employment terminates by reason of his removal
without Cause (within the meaning of Section 5(e)(ii) of the Plan)
or is terminated by the Optionee as a result of a reduction of his
compensation or any material change in location, authority, duties
or other working conditions of his employment.
4.
Periods in which Option
Exercisable . If and
to the extent the Option becomes exercisable, it may be exercised
in whole or in part until (a) the third anniversary of the
termination of the Optionee’s employment in the case of a
termination described in Section 3, whether or not such termination
occurred before the first anniversary of the Date of Grant, (b) the
first anniversary of the Optionee’s death if the Optionee
dies after the termination of his employment, but only to the
extent the Option was otherwise exercisable at the time of his
death (provided that nothing in this Section 4(b) shall shorten any
longer period to which the Optionee is entitled under Section
4(a)), (c) the date of the termination of the Optionee’s
employment for Cause (as defined in the Plan), and (d) the date 90
days after the date of the termination of the Optionee’s
employment for any reason other