Sprint - Nextel 2011 Annual Report Download - page 277

Appreciation Rights that have not vested as of the Participant’s Termination Date will be cancelled and immediately forfeited,
without further action on the part of the Corporation or the Compensation Committee, and the Participant will have no further
rights in respect of such Appreciation Rights.
(f) Any grant of Tandem Appreciation Rights will provide that such Tandem Appreciation Rights may be exercised only at a
time when the related Option Right is also exercisable (and will expire when the related Option Right would have expired) and at a time when
the Spread is positive, and by surrender of the related Option Right for cancellation. Successive grants of Tandem Appreciation Rights may be
made to the same Participant regardless of whether any Tandem Appreciation Rights previously granted to the Participant remain
unexercised. In the case of a Tandem Appreciation Right granted in relation to an Incentive Stock Option to an Employee who is a Ten
Percent Stockholder on the Date of Grant, the amount payable with respect to each Tandem Appreciation Right shall be equal in value to the
applicable percentage of the excess, if any, of the Market Value Per Share on the exercise date over the Base Price of the Tandem
Appreciation Right, which Base Price shall not be less than 110 percent of the Market Value Per Share on the date the Tandem Appreciation
Right is granted, and the Incentive Stock Option and related Tandem Appreciation Right shall not be exercisable more than five (5) years
from the Date of Grant.
(g) Regarding Free-Standing Appreciation Rights only:
(i) Each grant will specify in respect of each Free-Standing Appreciation Right a Base Price, which may not be less
than the Market Value Per Share on the Date of Grant;
(ii) Successive grants may be made to the same Participant regardless of whether any Free-Standing Appreciation
Rights previously granted to the Participant remain unexercised; and
(iii) No Free-Standing Appreciation Right granted under this Plan may be exercised more than ten (10) years from the
Date of Grant.
6. Restricted Stock. The Compensation Committee or, in accordance with Section 11(d), an Authorized Officer may grant or sell
Restricted Stock to Participants. Each such grant or sale will utilize any or all of the authorizations as specified in the following provisions:
(a) Each such grant or sale will constitute an immediate transfer of the ownership of shares of Common Stock to the
Participant in consideration of the performance of services, entitling such Participant to voting, dividend and other ownership rights, but
subject to the substantial risk of forfeiture and restrictions on transfer hereinafter referred to.
(b) Each such grant or sale may be made without additional consideration or in consideration of a payment by such
Participant, as determined by the Compensation Committee or an Authorized Officer at the Date of Grant.
(c) Each such grant or sale will provide that the Restricted Stock covered by such grant or sale that vests upon the passage of
time will be subject to a “substantial risk of
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