Best Buy 2003 Annual Report Download - page 102
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Exhibit 10.2
BEST BUY CO., INC.
1997
EMPLOYEE NON–QUALIFIED
STOCK OPTION PLAN
2003 AMENDMENT AND RESTATEMENT
A. Purpose.
The purpose of this Employee Non−Qualified Stock Option Plan (“Plan”) is to further the growth and general prosperity of
Best Buy Co., Inc. (the “Company”), and its directly and indirectly wholly−owned subsidiaries (collectively, the “Companies”) by
enabling current key employees of the Companies, who have been or will be given responsibility for the administration of the affairs
of the Companies and upon whose judgment, initiative and effort the Companies were or are largely dependent for the successful
conduct of their business, to acquire shares of the common stock of the Company under the terms and conditions and in the manner
contemplated by this Plan, thereby increasing their personal involvement in the Companies and enabling the Companies to obtain and
retain the services of such employees. Options granted under the Plan are intended to be options which do not meet the requirements
of Section 422A of the Internal Revenue Code of 1986, as amended (the “Code”).
B. Administration.
This Plan shall be administered by the Compensation and Human Resources Committee (the “Committee”) of the
Company’s Board of Directors (the “Board”). Options may not be granted to any person while serving on the Committee unless
approved by a majority of the disinterested members of the Board. Subject to such orders and resolutions not inconsistent with the
provisions of this Plan as may from time to time be issued or adopted by the Board, the Committee shall have full power and authority
to interpret the Plan and, to the extent contemplated herein, shall exercise the discretion granted to it regarding participation in the
Plan and the number of shares to be optioned and sold to each participant.
All decisions, determinations and selections made by the Committee pursuant to the provisions of the Plan and applicable
orders and resolutions of the Board shall be final.
C. Eligibility and Participation.
Options may be granted under the Plan to (i) key executive personnel, including officers, senior management employees and
members of the Board who are employees of any of the Companies; (ii) staff employees, including managers, supervisors, and their
functional equivalents for: warehousing, service, merchandising, leaseholds, installation, and finance and administration; (iii) line
management employees, including retail store and field managers, supervisors and their functional equivalents; and (iv) any employee
having served the Companies