Sprint - Nextel 2011 Annual Report Download - page 300

(ss) “Tandem Appreciation Right” means an Appreciation Right granted pursuant to Section 5 of this Plan that is granted in tandem with an
Option Right or any similar right granted under any other plan of the Corporation.
“Terminate,” “termination,” “termination of employment,” and variations thereof, as used herein, are intended to mean a termination of
employment that constitutes a “separation from service” under Code Section 409A.
3. SHARES AND PERFORMANCE UNITS AVAILABLE UNDER THE PLAN.
(a) Subject to adjustment as provided in Section 11 of this Plan, the number of Common Shares covered by outstanding awards that
may be issued or transferred (i) upon the exercise of Option Rights or Appreciation Rights, (ii) as Restricted Shares and released from
substantial risk of forfeiture thereof, (iii) in payment of Deferred Shares, (iv) in payment of Performance Shares or Performance Units that
have been earned, (v) as awards to Outside Directors, or (vi) as awards contemplated by Section 9 of this Plan will not in the aggregate excee
d
30,000,000 Common Shares that have been reserved by the Board for issuance or transfer under this Plan, plus any Common Shares that
remain or remained available for issuance or transfer under the Original Plan and the Stock Option Plan, plus any shares relating to awards,
whether granted and outstanding under this Plan, the Original Plan or the Stock Option Plan, that expire or are forfeited or are cancelled.
Common Shares covered by an award granted under the Plan shall not be counted as used unless and until they are actually issued and
delivered to a Participant. Without limiting the generality of the foregoing, upon payment in cash of the benefit provided by any award
granted under the Plan, any Common Shares that were covered by that award will be available for issue or transfer hereunder.
N
otwithstanding anything to the contrary contained herein: (i) shares tendered in payment of the Option Price of an Option Right, shares
withheld by the Corporation to satisfy a tax withholding obligation and shares not issued in connection with the exercise of an Appreciation
Right shall be added to the aggregate plan limit described above and (ii) shares issued in connection with Replacement Awards shall not
reduce the aggregate plan limit described above. Such shares may be shares of original issuance or treasury shares or a combination of the
foregoing.
(b) Common Shares covered by any award granted under this Plan shall be deemed to have been issued or transferred, and shall
cease to be available for future issuance or transfer in respect of any other award granted hereunder at the time when they are actually issued
or transferred; provided, however, that Restricted Shares shall be deemed to have been issued or transferred at the earlier of the time when
they cease to be subject to a substantial risk of forfeiture or the time when dividends are paid thereon.
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