Notice of Stock Option Adjustments under 2006 Long-Term Incentive Plan for Officers

Summary

This letter notifies certain officers of adjustments to their stock option grants under the company's 2006 Long-Term Incentive Plan. Due to a special cash dividend declared by the Board, the exercise price of existing stock options has been reduced and the number of shares subject to options has increased. All other terms of the original grants remain unchanged. The letter includes a schedule listing the affected officers and the specific adjustments to their grants. Recipients are advised to file this notice with their original grant documents.

EX-10.2 3 rrd198963_23651.htm FORM OF LETTER DATED MARCH 11, 2008 REGARDING STOCK OPTION ADJUSTMENTS AND SCHEDULE OF OFFICERS rrd198963_23651.html
Exhibit 10.2

Date


PERSONAL & CONFIDENTIAL

Name
Department

Subject: Notice of Stock Option Adjustments

Dear xx,

On Date, you received the following Stock Option grant under the Company's 2006 Long-Term
Incentive Plan.

Stock Option Grant
        Exercise Price - $xx.xx per share
        Number of Shares        Date Exercisable
        xxx        Date1
        xxx        Date2
        xxx        Date3
        x,xxx

Under the terms of the Plan, the Management Development and Compensation Committee of the Board
of Directors is required to make equitable adjustmen ts to Stock Option grants if there is a change in the
capital structure of the Company. As a result of the $4.50 special cash dividend declared by the Board of
Directors on February 25, 2008, your Stock Option grant has been adjusted. The exercise price has been
reduced by $x.xx per share and the number of Stock Options has been increased. Your grant is now as
follows:

Adjusted Grant
        Exercise Price - $xx.xx per share
        Number of Shares        Date Exercisable
        xxx        Date1
        xxx        Date2
        xxx        Date3
        x,xxx
  &n bsp;                     
All other terms and conditions of your Stock Option grant are unchanged. You should file this Notice of
Stock Option Adjustments with your original grant documents.

Please call Vice President- Compensation & Benefits if you have questions.


Sincerely,


Senior Vice President, Human Resources

SCHEDULE OF OFFICERS
      

M. D. Lockhart
Original number of
shares granted in October 2006
subject to options: 225,000                              Original exercise price: $38.42

Adjusted number of
shares subject to options:   236,565                           Adjusted exercise price: $29.37

Original number of
shares granted in February 2008
subject to options: 110,370                              Original exercise price: $34.00

Adjusted number of
shares subject to options:   131,904                          Adjusted exercise price: $28.45
      

F. Nicholas Grasberger III
Original number of
shares granted in October 2006
subject to options:   124,200                              Original exercise price: $38.42

Adjusted number of
shares subject to options:   130,584              Adjusted exercise price: $29.37


Stephen. J. Senkowski
Original number of
shares granted in October 2006
subject to options:   165,600                              Original exercise price: $38.42

Adjusted number of
shares subject to options:   174,112              Adjusted exercise price: $29.37


Frank J. Ready
Original number of
shares granted in October 2006
subject to options:   82,800                              Original exercise price: $38.42


Adjusted number of
shares subject to options:   87,056                          Adjusted exercise price: $29.37


John N. Rigas
Original number of
shares granted in October 2006
subject to options:   82,800                              Original exercise price: $38.42

Adjusted number of
shares subject to options:   87,056                          Adjusted exercise price: $29.37


Donald L. McCunniff
Original number of
shares granted in October 2006
subject to options:   82,800   &nbs p;                          Original exercise price: $38.42

Adjusted number of
shares subject to options: 87,056                          Adjusted exercise price: $29.37


William C. Rodruan
Original number of
shares granted in October 2006
subject to options:   30,000                              Original exercise price: $38.42

Adjusted number of
shares subject to options:   31,542                      Adjusted exercise price: $29.37