First Amendment to the 1997 Non-Employee Director Stock Option Plan of MagneTek, Inc.

Summary

This amendment updates the 1997 Non-Employee Director Stock Option Plan for MagneTek, Inc. It specifies that non-officer directors, upon joining the board or becoming eligible, will receive an option to buy 7,500 shares of company stock. Additionally, eligible directors will receive an annual option for 7,500 shares at the end of each fiscal year. Each option lasts ten years, with half becoming exercisable after one year and the rest after two years.

EX-10.2 3 a2029563zex-10_2.txt EXHIBIT 10.2 EXHIBIT 10.2 FIRST AMENDMENT TO THE 1997 NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN OF MAGNETEK, INC. The Corporation hereby adopts this amendment to the 1997 Non-Employee Director Stock Option Plan of MagneTek, Inc. (the "Plan") pursuant to Section 10 of the Plan, as of this 26th day of July, 2000 as follows: Section 7(a) of the Plan is hereby amended and restated in its entirety to read as follows: "Upon initial election or appointment of any director to the Board or upon a continuing director becoming a Non-Officer Qualifying Director, such Non-Officer Qualifying Director will receive an option to purchase 7,500 shares of the Company's Common Stock pursuant to the terms and conditions described in this Section 7. In addition, Non-Officer Qualifying Directors will be automatically granted, on an annual basis, a non-qualified stock option to purchase 7,500 shares of the Company's Common Stock on the last business day of the Company's fiscal year ending after the initial grant of such Non-Officer Qualifying Director's 7,500 share option pursuant to this Section 7. Each option granted pursuant to this Section 7(a) will have a term of ten years and shall become exercisable as follows: options with respect to 50% of the shares one year after the date of grant and options with respect to the remaining 50% of the shares two years after the date of grant."