Exhibit 10.4
LEGG MASON, INC
.
NON-EMPLOYEE DIRECTOR EQUITY
PLAN
NON-QUALIFIED STOCK OPTION
AGREEMENT
Legg Mason, Inc. (the
“Company”) has granted to you (the
“Director”) an option to purchase all or any part of an
aggregate of [____] shares of the Company’s Common Stock,
$.10 par value per share, at an exercise price of $[____] per
share. The option represented hereby is granted pursuant to
the Legg Mason, Inc. Non-Employee Director Equity Plan (the
“Plan”). The date of grant of the option shall
for all purposes be _______ __, 200_.
This option is subject in all respects to
the applicable provisions of the Plan, which are incorporated
herein by reference. In addition to the terms, conditions and
restrictions set forth in the Plan, all terms, conditions and
restrictions set forth in this Agreement, including the following,
are applicable to the option granted as evidenced
hereby:
1.
WHEN EXERCISABLE
The option is fully exercisable from and
after ______ __, 200_ until its expiration at the close of business
on _____ __, 201_.
2.
HOW EXERCISABLE
(a)
Subject to the terms and conditions set
forth in this Agreement and in the Plan, the option shall be
exercised by written notice to the Company. Each such notice
shall:
(1) state the election to exercise
the stock option and the number of shares in respect of which it is
being exercised;
(2) be signed by the
Director, or in the event of the Director’s death, by the
party entitled to exercise the option, accompanied by the
appropriate evidence of the right of such person or persons to
exercise such option;
(3) be accompanied by payment
in ful
