Intel 1996 Annual Report Download - page 24

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the other corporations in such chain.
3. PARTICIPANTS
"Participants" in the Plan shall be those key Intel employees to whom options may be granted from time to time by the Committee. Participants
shall also include non- employee directors of the Corporation to whom options are granted in accordance with Section 6. No option shall be
granted to any person if immediately after the grant of such option such person would own stock, including stock subject to outstanding options
held by him or her, amounting to more than five percent (5%) of the total combined voting power or value of all classes of stock of the
Corporation or any Subsidiary.
4. EFFECTIVE DATE AND TERMINATION OF PLAN
This Plan was last approved by the stockholders on May 4, 1994, and became effective on May 4, 1994. The Plan was amended and restated by
the Board of Directors in certain non-material respects on March 26, 1997. The Plan shall remain available for the grant of options until all
shares of stock available for option grants under this Plan shall have been acquired through exercise of such options or on May 3, 2004,
whichever is earlier or at such earlier time as the Board of Directors may determine. Termination of the Plan will not affect the rights and
obligations arising under options theretofore granted and then in effect.
5. SHARES SUBJECT TO THE PLAN AND TO OPTIONS
The stock subject to options authorized to be granted under the Plan shall consist of 85,000,000 shares of the Corporation's common stock,
$.001 par value ("Common Stock"), or the number and kind of shares of stock or other securities which shall be substituted or adjusted for such
shares as provided in Section 7. Such shares may be authorized and unissued shares of the Corporation's common stock. All or any shares of
stock subject to an option which for any reason terminates unexercised may again be made subject to an option under the Plan.
6. GRANT, TERMS AND CONDITIONS OF OPTIONS
Options may be granted at any time and from time to time prior to the termination of the Plan to those key employees of Intel who, in the
Committee's judgment, are largely responsible through their judgment, interest, ability and special efforts for the successful conduct of Intel's
operations. However, no Participant shall be granted options in any year to purchase a number of shares of the Corporation's Common Stock in
excess of one percent (1%) of the number of shares of the Corporation's common stock outstanding on January 1, 1994.
Options may be granted to non-employee directors as follows. The number of shares subject to each option grant to non-
employee directors, or
the formula pursuant to which such number shall be determined, the date of grant and the vesting, expiration and other terms applicable to such