KB HOME
2001 STOCK INCENTIVE PLAN
STOCK RESTRICTION AGREEMENT
THIS STOCK RESTRICTION AGREEMENT (this
“Agreement”) is made as of October 1, 2009 (herein
the “Effective Date”) by and between KB HOME, a
Delaware corporation (the “Company”) and [RECIPIENT]
(the “Participant”).
By action of the Management Development and
Compensation Committee (the “Committee”) taken on
October 1, 2009 (the “Committee Action”), the
Company desires to award the Participant shares of restricted
common stock of the Company, par value $1.00 per share
(“Stock”) under the 2001 Stock Incentive Plan (the
“Plan”).
In consideration of the provisions contained in
this Agreement and with reference to the foregoing Recitals, the
Company and the Participant agree as follows:
1. Award . As of the Effective
Date, the Company shall issue to the Participant [# SHARES] shares
of Stock (the “Award”), subject to the terms and
conditions set forth in this Agreement, the Plan, and the Committee
Action. The certificate(s) representing shares of Stock granted
pursuant to the Award shall not be delivered to the Participant
until the lapse of the restrictions on transferability in
accordance with Paragraphs 2, 4 and 5 of this Agreement. Prior to
such lapse, the certificate(s) shall be held by the Company in
escrow pursuant to Section 7(d) of the Plan along with a stock
power duly endorsed in blank by the Participant.
2. Lapse of Restrictions . The
restrictions imposed by this Agreement and the Plan with respect to
the shares covered by this Award shall lapse on the business day
next following the third anniversary of the Effective Date. Subject
to the exceptions set forth in section 4 below, the restrictions
imposed by this Agreement shall lapse only if Participant continues
to be employed by the Company on the third anniversary of the
Effective Date.
3. Parties’ Obligations .
Following the lapse of restrictions, the Company shall deliver to
the Participant as soon as practicable certificate(s) representing
those shares as to which restrictions have lapsed in accordance
with Paragraphs 2, 4 or 5, as the case may be.
4. Termination of Employment .
Except as set forth in Paragraph 5 below, the Employee will
immediately forfeit all rights, title and interests in and to any
and all shares that have not vested on the date the
Employee’s employment with the Company
