Amendment to the 2010 Incentive Plan by EMCOR Group, Inc.
This amendment, effective October 22, 2011, modifies EMCOR Group, Inc.'s 2010 Incentive Plan. It allows participants to pay the exercise price of stock options through a "net exercise" method, where the company withholds a number of shares equal in value to the exercise price instead of requiring cash payment. The value of the shares is determined by the closing price on the exercise date. The amendment is signed by the company's President and CEO.
EXHIBIT 10(f)(f-2)
This Amendment to the 2010 Incentive Plan is made as of October 22, 2011.
NOW, THEREFORE, the 2010 Incentive Plan is hereby amended as follows:
1. Section 6(c) is hereby amended to add the following sentence at the end thereof:
“In addition, a Participant, at his or her discretion, may also satisfy the exercise price of an Option by a “net exercise” arrangement pursuant to which the Company will reduce the number of Shares that would otherwise be issued upon exercise of such Option by a number of whole Shares having a Fair Market Value equal to the sum of the aggregate exercise price of such Option, and such Fair Market Value of a Share shall be the closing price of a Share on the date any such Option is exercised (or if the Shares are not traded on such date, the most recent date on which such Shares were traded).
IN WITNESS WHEREOF, the undersigned has executed this Amendment as of the date first above written.
| EMCOR Group, Inc. | ||
| By |
| |
| Anthony J. Guzzi, President | ||
| and Chief Executive Officer | ||
