First Amendment to Lindsay Corporation 2015 Long-Term Incentive Plan
Lindsay Corporation has amended its 2015 Long-Term Incentive Plan to update provisions regarding tax withholding and the exercise of stock options. The amendment allows for net share settlement and aligns the plan with updated accounting standards, permitting tax withholding up to the maximum statutory rate. The changes also clarify how participants can pay option prices and taxes, including through cashless exercise and share relinquishment. All other terms of the original plan remain unchanged. This amendment was executed by the company's General Counsel on October 18, 2022.
Ex 10.3
FIRST AMENDMENT TO
LINDSAY CORPORATION
2015 LONG-TERM INCENTIVE PLAN
WHEREAS, Lindsay Corporation, a Delaware corporation (the “Company”), previously established the 2015 Long-Term Incentive Plan (the “Plan”);
WHEREAS, FASB Accounting Standards Update 2016-09 increased the allowable statutory tax withholding threshold to qualify for equity classification from the minimum statutory withholding requirements to the maximum statutory tax rate in the applicable jurisdiction;
WHEREAS, the Board has determined it is in the Company’s best interest to provide for net share settlement under the Plan subject to the terms and conditions set forth below; and
WHEREAS, Section 16.1 of the Plan authorizes the Board to amend the Plan.
NOW, THEREFORE, the Plan shall be amended as follows:
5.4 Cashless Exercise. To the extent permitted by applicable law, the Option Price and any applicable statutory maximum withholding taxes may be paid from the proceeds of sale through a bank or broker on the date of exercise of some or all of the Shares to which the exercise relates.
13. Withholding Taxes. To the extent that the Company is required to withhold federal, state, local or foreign taxes in connection with any payment made or benefit realized by a Participant or other person under this Plan, it shall be a condition to the receipt of such payment or the realization of such benefit that the Participant or such other person make arrangements satisfactory to the Company for payment of all such taxes required to be withheld. At the discretion of the Committee, such arrangements may include relinquishment of a portion of such benefit. The Fair Market Value of any Shares withheld or tendered to satisfy any such tax withholding obligations shall not exceed the amount determined by the applicable maximum statutory tax withholding rates.
Executed this 18th day of October 2022 by a duly authorized officer of the Company.
LINDSAY CORPORATION
By: /s/ Eric R. Arneson
Name: Eric R. Arneson
Title: General Counsel