Sprint - Nextel 2011 Annual Report Download - page 301

(c) Notwithstanding anything in this Section 3, or elsewhere in this Plan, to the contrary and subject to adjustment as provided in
Section 11 of this Plan, (i) the aggregate number of Common Shares actually issued or transferred by the Corporation upon the exercise of
Incentive Stock Options will not exceed 30,000,000 Common Shares; (ii) no Participant will be granted Option Rights or Appreciation Rights
for more than 3,000,000 Common Shares (with respect to each type of award) during any 36-month period; and (iii) no Participant will be
granted Restricted Stock, Deferred Shares, Performance Shares or other awards under Section 9 of this Plan that specify Management
Objectives for more than 500,000 Common Shares (with respect to each type of award) during any 36-month period.
(d) Notwithstanding any other provision of this Plan to the contrary, in no event will any Participant in any calendar year receive an
award of Performance Units that specify Management Objectives having an aggregate maximum value as of its Date of Grant in excess of
$5,000,000.
4. OPTION RIGHTS. The Committee may authorize grants to Participants of options to purchase Common Shares upon such terms and
conditions as the Committee may determine and each such grant may utilize any or all of the authorizations, in accordance with the following
p
rovisions:
(a) Each grant shall specify the number of Common Shares to which it pertains, subject to the limitations set forth in Section 3 of
this Plan.
(b) Each grant shall specify an Option Price per Common Share, which shall be equal to or greater than the Market Value Per Share
on the Date of Grant.
(c) Each grant shall specify the form of consideration to be paid in satisfaction of the Option Price and the manner of payment of
such consideration, which may include (i) cash in the form of currency or check or other cash equivalent acceptable to the Corporation, (ii)
nonforfeitable, nonrestricted Common Shares owned by the optionee for at least six (6) months (or such shorter period as may be possible
without triggering negative accounting treatment) and having a value at the time of exercise equal to the total Option Price, (iii) any other
legal consideration that the Committee may deem appropriate on such basis as the Committee may determine in accordance with this Plan, or
(iv) any combination of the foregoing.
(d) Successive grants may be made to the same Participant regardless of whether any Option Rights previously granted to the
Participant remain unexercised.
(e) Each grant (i) shall specify the period or periods of continuous employment of the Optionee by the Corporation or any Subsidiary
that are necessary before the Option Rights or installments thereof shall become exercisable and (ii) unless otherwise expressly determined in
a resolution duly adopted by the Committee on the Date of Grant or such later date on which the Committee may ratify such grant, shall
p
rovide for accelerated vesting of the Option Rights subject to such grant in the event of a Change of Control, in accordance with Section 15
of this Plan.
(f) Any grant of Option Rights may specify Management Objectives that must be achieved as a condition to the exercise of such
rights.
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