Second Amendment to M.D.C. Holdings, Inc. 2011 Equity Incentive Plan
This amendment updates the M.D.C. Holdings, Inc. 2011 Equity Incentive Plan by increasing the maximum number of shares available for issuance under the plan to 4,275,000. The amendment was adopted by the company's Board of Directors and is subject to shareholder approval. The plan allows for these shares to be issued as Incentive Stock Options, providing equity-based compensation to eligible participants.
Exhibit 10.1
SECOND AMENDMENT
TO
M.D.C. HOLDINGS, INC.
2011 EQUITY INCENTIVE PLAN
The following Second Amendment to the M.D.C. Holdings, Inc. 2011 Equity Incentive Plan, effective April 27, 2011 (the "Plan"), was adopted by the Board of Directors of M.D.C. Holdings, Inc. on January 26, 2015, subject to approval of the Company’s shareholders. Capitalized terms used herein shall have the meanings ascribed in the Plan.
The first two sentences of Section 4.1 of the Plan are amended to read as follows:
4.1 Number of Shares. Subject to adjustment as provided in Section 14, the maximum number of shares of Stock available for issuance under the Plan shall be 4,275,000 shares. Subject to adjustment as provided in Section 14, 4,275,000 shares of Stock available for issuance under the Plan shall be available for issuance pursuant to Incentive Stock Options.
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| M.D.C. HOLDINGS, INC. |
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| By: | /s/ John M. Stephens |
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Date: March 23, 2015
