Board Resolutions Terminating Stock Option and Purchase Plans of PhyAmerica Physician Group, Inc.
Summary
PhyAmerica Physician Group, Inc.'s Board of Directors has resolved to terminate four existing stock option and purchase plans, including the 1991 Stock Option Plan, Employee Stock Purchase Plan, Independent Directors' Stock Option Plan, and the 1987 Non-qualified Stock Option Plan. The decision was made because the current stock price no longer incentivizes participation and the costs of maintaining the plans outweigh their benefits. No further shares will be issued under these plans, and the terminations are effective as permitted by each plan's terms, without requiring shareholder approval.
EX-10.17 2 ex10-17_55850.txt RESOLUTIONS OF THE BOARD OF DIRECTORS EXHIBIT 10.17 RESOLUTIONS OF THE BOARD OF DIRECTORS OF PHYAMERICA PHYSICIAN GROUP, INC. December 20, 2000 WHEREAS, the Company currently has in place the following stock option or purchase plans: (i) the 1991 Stock Option Plan of Coastal Healthcare Group, Inc., (ii) the Coastal Healthcare Group, Inc. Employee Stock Purchase Plan, (iii) the Coastal Healthcare Group, Inc. Independent Directors' Stock Option Plan, and (iv) the 1987 Non-qualified Stock Option Plan of Coastal Physician Group, Inc. Amended and Restated as of March 23, 1994 (as amended March 19, 1996) (collectively, the "Plans"); and WHEREAS, the price at which the stock of the Company are currently trading is such that the opportunity to acquire stock no longer serves as an inducement to employees or Directors or encourages participation in the Plans; and WHEREAS, the Board has determined that the costs of maintaining and administering the Plans outweigh any benefits to the Company, its Directors or employees and that therefore, it is in the best interests of the Company to issue no further shares under the Plans and to terminate such Plans; NOW, THEREFORE, BE IT RESOLVED, that the 1991 Stock Option Plan of Coastal Healthcare Group, Inc. is hereby terminated, as permitted by Section 12 thereof, such termination to be effective without the approval of the stockholders of the Company; and FURTHER RESOLVED, that the Coastal Healthcare Group, Inc. Employee Stock Purchase Plan is hereby terminated as is permitted by its terms, and FURTHER RESOLVED, that the Coastal Healthcare Group, Inc. Independent Directors' Stock Option Plan is hereby terminated as permitted by Section 9(a) thereof, and FURTHER RESOLVED, THAT THE 1987 Non-qualified Stock Option Plan of Coastal Physician Group, Inc. Amended and Restated as of March 23, 1994 (as amended March 19, 1996) is hereby terminated, as permitted by Section 11 thereof.