{"id":40140,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/non-employee-director-stock-retainer-plan-alexander-amp.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"non-employee-director-stock-retainer-plan-alexander-amp","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/non-employee-director-stock-retainer-plan-alexander-amp.html","title":{"rendered":"Non-Employee Director Stock Retainer Plan &#8211; Alexander &#038; Baldwin Inc."},"content":{"rendered":"<pre>                           ALEXANDER &amp; BALDWIN, INC.\n                   NON-EMPLOYEE DIRECTOR STOCK RETAINER PLAN\n\n\n\n\n                   NON-EMPLOYEE DIRECTOR STOCK RETAINER PLAN\n                   -----------------------------------------\n\n\n\nI.      Purpose\n        -------\n\n        The purpose of the Plan is to provide non-employee members of the Board\nof Directors (the 'Board') of Alexander &amp; Baldwin, Inc. (the 'Company') with\nshares of the Company's common stock (the 'Common Stock'), as part of their\nretainer fees, and thereby to make service on the Board more attractive to\npresent and prospective non-employee directors and to align their interests\nwith those of the Company's shareholders.\n\nII.     Stock Subject to Plan\n        ---------------------\n\n        A.  The maximum number of shares of Common Stock issuable under this\nPlan shall not exceed 20,000 shares (subject to adjustment under paragraph B\nbelow).  Shares of Common Stock shall be made available for issuance under this\nPlan solely and exclusively from Common Stock reacquired by the Company and\nheld as treasury shares.\n\n        B.  In the event the outstanding shares of Common Stock are increased\nor decreased as a result of stock dividends, stock splits, recapitalizations,\nreorganizations or other transactions having substantially the same effect, or\nif the Common Stock is converted into other shares or securities of the Company\nor of any other corporation as a result of merger, consolidation or other re-\norganization, then appropriate adjustments shall be made to (i) the class\nand\/or number of shares of capital stock which are issuable under this Plan,\nand(ii) the class and\/or number of shares of capital stock issuable per non-\nemployee Board member.\n\nIII.    Eligibility\n        -----------\n\n        Each non-employee Board member is eligible to receive shares of Common\nStock under this Plan.\n\nIV.     Grant of Shares\n        ---------------\n\n        Following the end of each calendar year, on or about January 15, each\nindividual who served as a non-employee Board member during that year\nautomatically will be granted 150 fully-vested shares of Common Stock;\nprovided, however, for any non-employee Board member who did not serve on the\nBoard for the entire calendar year, the number of shares subject to this grant\nshall be reduced to that number of shares determined by multiplying 150 shares\nby a factor, the numerator of which is the number of full calendar months the\nnon-employee director served on the Board during the calendar year and the\ndenominator of which is 12, and, if such product is not a whole number,\nrounding up the product to the next whole number of shares.\n\n\nV.      Effective Date and Term of the Plan\n        -----------------------------------\n\n        This Plan will be effective as of the date of its adoption by the Board\nof Directors.  The Plan shall terminate upon the earlier to occur of (i) the\n                                                 -------\ntenth anniversary of the date of its initial adoption by the Board, and\n(ii) the date on which all shares available for issuance under the Plan shall\nhave been issued.\n\nVI.     General Provisions\n        ------------------\n\n        The Board of Directors reserves the right to modify, amend or terminate\nthe Plan at any time.\n\n        IN WITNESS WHEREOF, Alexander &amp; Baldwin, Inc. has caused this Plan to\nbe executed by its duly authorized officers this 25th day of June, 1998.\n\n\n                                    ALEXANDER &amp; BALDWIN, INC.\n\n                                    By \/s\/ Miles B. King\n                                       Its Vice President\n\n                                    By \/s\/ Alyson J. Nakamura\n                                       Its Assistant Secretary\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[6618],"corporate_contracts_industries":[9526],"corporate_contracts_types":[9539,9543],"class_list":["post-40140","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-alexander---baldwin-inc","corporate_contracts_industries-transportation__shipping","corporate_contracts_types-compensation","corporate_contracts_types-compensation__dsp"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/40140","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=40140"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=40140"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=40140"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=40140"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}