Second Amendment to Newfield Exploration Company 2004 Omnibus Stock Plan
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Summary
This amendment updates the Newfield Exploration Company 2004 Omnibus Stock Plan, which provides stock-based benefits to certain employees. Effective February 14, 2006, it changes the rules so that, unless otherwise specified, all outstanding restricted stock awards will fully vest and all options will become fully exercisable if there is a change of control of the company. The rest of the plan remains unchanged and is reaffirmed by this amendment.
EX-10.4 5 ex10_4.htm EXHIBIT 10.4 - SECOND AMENDMENT TO NEWFIELD 2004 OMNIBUS STOCK PLAN Exhibit 10.4 - Second Amendment to Newfield 2004 Omnibus Stock Plan
Exhibit 10.4
SECOND AMENDMENT TO
NEWFIELD EXPLORATION COMPANY
2004 OMNIBUS STOCK PLAN
WHEREAS, Newfield Exploration Company (the “Company”) has heretofore adopted the Newfield Exploration Company 2004 Omnibus Stock Plan, as amended (the “Plan”), for the benefit of certain employees of the Company; and
WHEREAS, the Company desires to amend the Plan;
NOW, THEREFORE, the Plan shall be amended as follows, effective as of February 14, 2006:
1. Paragraph (d) of Section IX of the Plan shall be deleted and the following shall be substituted therefor:
(d) Change of Control; Automatic Vesting of Awards. Except to the extent specifically set forth in an Award agreement, (i) upon a Change of Control all Restricted Stock Awards then outstanding shall automatically be fully vested and nonforfeitable and (ii) upon a “change of control,” as defined in the Company’s Change of Control Severance Plan, or at such earlier time as the Committee may provide, all Options then outstanding shall automatically be fully exercisable.
2. As amended hereby, the Plan is specifically ratified and reaffirmed.