First Amendment to Beacon Roofing Supply, Inc. 2004 Stock Plan

Summary

Beacon Roofing Supply, Inc. has amended its 2004 Stock Plan, effective August 12, 2011. The amendment changes the threshold in Section 8.2(a) from "25% or more" to "50.1% or more." This means that certain provisions of the plan now apply only if a person or group acquires more than 50.1% of the company's stock, instead of the previous 25% threshold. The amendment was authorized by the company's Board of Directors and signed by an authorized officer.

EX-10.10 2 v238742_ex10-10.htm EXHIBIT 10.10

EXHIBIT 10.10

FIRST AMENDMENT TO THE

BEACON ROOFING SUPPLY, INC.

2004 STOCK PLAN

WHEREAS, Beacon Roofing Supply, Inc. (the “Company”) maintains the Beacon Roofing Supply, Inc. 2004 Stock Plan (As Amended and Restated Effective February 8, 2011) (the “Plan”); and

WHEREAS, the Board of Directors of the Company is authorized to amend the Plan and has authorized an amendment to the Plan, as described below.

NOW, THEREFORE, BE IT RESOLVED, that Section 8.2(a) of the Plan is hereby amended, effective as of August 12, 2011 by deleting “25% or more” and substituting “50.1% or more” in lieu thereof.

This First Amendment has been executed by the Company, by its duly authorized officer, as of this 31st day of October, 2011.

	BEACON ROOFING SUPPLY, INC.

	By:	/s/ Ross D. Cooper
	Title:	General Counsel & Secretary