During the fiscal years ended December 31, 1999, 1998 and 1997,
non-qualified stock options for 237,750, 9,000 and 22,500 shares, respectively,
of the Company's Common Stock were granted to the executive officers named in
the previous table.
The following table sets forth information for the executive officers named
above with regard to the aggregate stock options exercised during the year ended
December 31, 1999, and the stock options held as of December 31, 1999.
AGGREGATED OPTIONS/SAR EXERCISES IN LAST FISCAL YEAR
AND FY-END OPTION/SAR VALUES
NUMBER OF SECURITIES VALUE OF UNEXERCISED
UNEXERCISED OPTIONS/ OPTIONS/SARS
SHARES ACQUIRED VALUE SARS AT FY-END(#)(2) AT FY-END($)(1)
NAME ON EXERCISE(#) REALIZED($)(1) EXERCISABLE/UNEXERCISABLE EXERCISABLE/UNEXERCISABLE
---- --------------- -------------- ------------------------- -------------------------
<S> <C> <C> <C> <C>
David H. Hannah.......... 16,500 $302,068 8,812/83,438 $135,088/$336,805
Gregg J. Mollins......... 0 0 25,312/83,438 $388,033/$336,805
Karla R. McDowell........ 8,438 $139,669 4,219/34,219 $ 64,677/$202,977
James P. MacBeth......... 0 0 7,875/39,000 $ 60,604/$159,225
William K. Sales, Jr..... 0 0 9,000/37,875 $ 35,460/$168,574
(1) The value of the shares as of December 31, 1999 was based on the closing
price on the New York Stock Exchange for that date or at the date of
(2) Includes options where the option price exceeded the closing price for these
shares as of December 31, 1999.
STOCK OPTION PLANS
In 1989, the Company adopted a Non-Qualified Stock Option Plan (the "1989
Plan"), which allowed the Company to grant options to officers, directors and
key employees to purchase up to 945,000 shares of the Company's Common Stock at
a price at least equal to the fair market value of the stock at the date of the
grant. No options were exercisable until one year after the date of the grant;
in each of the following four years, 25% of the options became exercisable on a
cumulative basis. The options expired five years from the date of the grant. The
1989 Plan expired, by its terms, on December 31, 1993.
In 1997, 122,662 options were exercised at a price of $4.79 per share, with
51,975 of those options exercised by named executive officers of the Company. At
December 31, 1997, all options outstanding under the 1989 Plan had been
exercised or expired under the terms of the plan. There are no shares available
for future grants under the 1989 Plan.
In 1994, the Board of Directors of the Company adopted an Incentive and
Non-Qualified Stock Option Plan (the "1994 Plan"), which was approved by the
shareholders in May 1994. There are 1,687,500 shares of Common Stock reserved
for issuance under the 1994 Plan. The 1994 Plan provides for granting of stock
options that may be either "Incentive Stock Options" within the meaning of
Section 422A of the Internal Revenue Code of 1986 (the "Code") or "Non-Qualified
Stock Options" which do not satisfy the provisions of Section 422A of the Code.
Incentive Stock Options are required to be issued at an option exercise price
per share equal to the fair market value of a share of Common Stock on the date
of grant, except that the exercise price of options granted to any employee who
owns (or, under pertinent Code provisions, is deemed to own) more than 10% of
the outstanding Common Stock must equal at least 110% of fair market value on
the date of grant. Non-Qualified Stock Options must be issued at an option
exercise price equal to at least fair market value on the date of grant.
Exercise of a stock option will be subject to terms and conditions established
by the Committee and set forth in the instrument evidencing the stock option.
Stock options may be exercised with either cash or shares of the Company's
Common Stock or other form of payment authorized by the