Mr. Paul D. McKinney
January 28, 2019
(b) On each of the first and second anniversary of your Start Date, provided you are actively employed by the Corporation, you will receive an award of an additional 250,000 stock options under the Equity Plan. These options, which will be subject to the terms and conditions of the Equity Plan and the terms and conditions of the Corporations option award documents, will (i) have an exercise price equal to the fair market value of a share of the Corporations common stock on the date of grant, (ii) vest on the first anniversary of the date of grant, and (iii) be settled in shares of the Corporations common stock upon exercise.
5. Benefit Programs. During your employment, you will be eligible to participate in the retirement, welfare, incentive, fringe and perquisite programs generally made available to executive officers of the Corporation, including the Corporations Paid Time Off Policy and Special Severance Plan, in accordance with the terms and conditions of the applicable plan or policy. The Corporation reserves the right to change the benefit programs at any time.
6. Housing; Relocation. As a condition to your employment with the Corporation, you are required to relocate to Oklahoma City, Oklahoma. Your relocation shall occur on or before October 31, 2019. The Corporation will reimburse you for reasonable relocation expenses, subject to the approval of the Committee. During the period following your Start Date through October 31, 2019, you will be reimbursed for the reasonable cost of commuting from The Woodlands, Texas to Oklahoma City, Oklahoma. In addition, during the initial ninety (90) day period following your Start Date, you will be reimbursed for the reasonable cost of housing in the Oklahoma City metropolitan area. The expense of such commuting and housing is subject to the approval of the Committee.
7. Restrictive Covenants. As a condition to your employment with the Corporation, you will be required to sign a restrictive covenant agreement in a form satisfactory to the Corporation, which shall include confidentiality and non-disclosure obligations, non-competition, and employee and customer non-solicitation restrictions (Restrictive Covenant Agreement).
Your execution of this letter will constitute a representation by you that you are not currently a party to any agreement that would inhibit your ability to accept and perform the duties of the position being offered.