Exhibit
10(g)(1)
RICHARDSON ELECTRONICS, LTD.
1996 STOCK OPTION FOR NON-EMPLOYEE
DIRECTOR
ADDITIONAL OPTION AGREEMENT
Option Number: _____ Plan - _____
THIS OPTION AGREEMENT, made and
entered into as of the ____th day of April, ____, by and between
Richardson Electronics, Ltd., a Delaware corporation (the
"Company"), and ________ (the "Optionee"), under and pursuant to
the Richardson Electronics, Ltd. 1996 Stock Option Plan For
Non-Employee Directors (the "Plan").
Except where the context
otherwise requires, all capitalized terms used herein which are not
defined herein shall have the meaning ascribed to them in the
Plan.
1.
Grant of Option . In consideration of the services
previously rendered and to be rendered to the Company by the
Optionee and in accordance with the terms of the Plan, the Company
hereby grants to the Optionee a Non-Qualified Stock Option to
purchase a total of 5,000 shares of the Common Stock, $.05 per
share par value, of the Company (the "Option Shares"), at a
purchase price of $_____ per share, upon and subject to the terms
and conditions set forth herein (the "Option").
2.
Acknowledgment by Optionee . The Optionee hereby
acknowledges
(i)
that he has had an opportunity to review a copy of the Plan, the
Company's Registration Statement, Annual and Quarterly Reports on
form 10-K and 10-Q and other pertinent filings with the Securities
and Exchange Commission; and
(ii)
that any question pertaining to the Plan, the Option and the Option
Shares have been answered by the Company to his satisfaction;
and
(iii) that he understands that
the Plan is incorporated herein by reference and is made a part of
this Agreement as if fully set forth herein; and
(iv)
that the Plan shall control in the event that there is any conflict
between the Plan and this Agreement, and on such matters as are not
contained in this Agreement.
3.
Time of Exercise .
(a)
Subject to the provisions of this Section 3, the Option may only be
exercised, in whole or in part, and the Option Shares may only be
purchased by the Optionee (or, in the event of the Optionee's
death, by Optionee's legal representative) in accordance with the
provisions of Section 4 below at any time after the date of this
Option Grant.
During the term set forth in this
Section 3, the Optionee (or, if applicable, the Optionee's legal
representative) may exercise any Option as to which the Optionee's
rights have become vested but which has not yet been exercised;
provided, however that, except as otherwise provided in paragraphs
(b) and (c) below of this Section 3, the Option may not be
exercised after the earliest to occur of the following dates: (1)
May 30, _______, (ii) the date which is ninety (90) days after the
date on which the Optionee shall cease to be a member of the Board
for any reason other than for Disability or death, Retirement, or
removal from the Board within one year after a Change of Control,
or (iii) the date which is one year after the date on which the
Optionee ceases to be a member of the Board as a consequence of
Disability or death.
(b)
If an Optionee dies while a member of the Board or within ninety
(90) days (or one year in the case of a disabled Optionee) after
cessation of such Board membership, his estate, personal
representative or the person that acquires his Option by bequest or
inheritance or by reason of such death shall have the right to
exercise such Option before the date that the right to exercise the
Option would otherwise have expired, but only as t