Policy Management Systems Corporation Stock Option Grant Memorandum to Steve Morrison

Summary

Policy Management Systems Corporation has granted Steve Morrison 15,000 stock options under its 1999 Stock Option Plan, effective April 3, 2000, at an exercise price of $11.1875 per share. The options vest over four years, with 25% vesting each year. However, no more than one-third of the options may be exercised in any calendar year, except after eight years, upon a change of control, or upon retirement from the Board. The memorandum outlines these terms and refers to the attached plan prospectus for further details.

EX-10.58 3 0003.txt POLICY MANAGEMENT SYSTEMS CORPORATION CONFIDENTIAL M E M O R A N D U M TO: FROM: STEVE MORRISON GENERAL COUNSEL AND SECRETARY DATE: APRIL 5, 2000 SUBJECT: STOCK OPTIONS The Compensation Committee of the Board of Directors has granted you the following stock options: Effective Date: April 3, 2000 Number of Options: 15,000 Exercise Price: $11.1875 Vesting: 25% on each of the three (4) years following the Effective Date These options are granted under the 1999 Stock Option Plan. A copy of the Prospectus for the Plan is attached. As permitted by the Plan, the Compensation Committee, in granting these options, imposed an additional restriction on the exercise of the options granted effective April 3rd, to no more than one-third of the grant in any calendar year except: 1. eight (8) years from the effective date (after April 3, 2008); 2. a Change of Control as defined in the Plan; or 3. retirement from the Board of Directors. If you have any questions regarding this agreement, please call Jim McGovern at extension 5559 or me at extension 6099. Attachment 52