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Fedex Corp – ‘S-8’ on 9/30/19 – ‘EX-99.4’

On:  Monday, 9/30/19, at 3:20pm ET   ·   Effective:  9/30/19   ·   Accession #:  1193125-19-258705   ·   File #:  333-234010

Previous ‘S-8’:  ‘S-8’ on 12/20/17   ·   Next & Latest:  ‘S-8’ on 9/22/22   ·   4 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 9/30/19  Fedex Corp                        S-8         9/30/19   10:360K                                   Donnelley … Solutions/FA

Registration of Securities to be Offered to Employees Pursuant to an Employee Benefit Plan   —   Form S-8
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-8         Registration of Securities to be Offered to         HTML     55K 
                Employees Pursuant to an Employee Benefit Plan                   
 2: EX-5.1      Opinion of Counsel re: Legality                     HTML      9K 
 4: EX-23.1     Consent of Experts or Counsel                       HTML      6K 
 5: EX-99.1     Miscellaneous Exhibit                               HTML    111K 
 6: EX-99.2     Miscellaneous Exhibit                               HTML     12K 
 7: EX-99.3     Miscellaneous Exhibit                               HTML     43K 
 8: EX-99.4     Miscellaneous Exhibit                               HTML     11K 
 9: EX-99.5     Miscellaneous Exhibit                               HTML     17K 
10: EX-99.6     Miscellaneous Exhibit                               HTML     41K 
 3: EX-15.1     Letter re: Unaudited Interim Financial Information  HTML      6K 


‘EX-99.4’   —   Miscellaneous Exhibit


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



  EX-99.4  

Exhibit 99.4

STOCK OPTION AGREEMENT

FOR NON-MANAGEMENT MEMBERS OF THE BOARD OF DIRECTORS

PURSUANT TO

FEDEX CORPORATION 2019 OMNIBUS STOCK INCENTIVE PLAN

A STOCK OPTION for a total of ___________ shares of Common Stock, par value $0.10 per share, of FedEx Corporation, a Delaware corporation (the “Company”), is hereby granted to ___________________, a director of the Company (the “Optionee”), at the price determined as provided herein, and in all respects subject to the terms, definitions and provisions of, the Company’s 2019 Omnibus Stock Incentive Plan (the “Plan”), which is incorporated herein by reference.

1. Option Price. The option price is __________ for each share, being one hundred percent (100%) of the fair market value of the Common Stock on the date of grant of this Option.

2. Exercise of Option. This Option shall be exercisable in accordance with the provisions of the Plan as follows:

(i) Vesting of Right to Exercise. Optionee’s right to exercise this option shall vest one hundred percent (100%) after one year.

(ii) Restrictions on Exercise. This Option may not be exercised if the issuance of the shares upon such exercise would constitute a violation of any applicable Federal or state securities or other law or regulation. As a condition to his exercise of this Option, the Company may require the person exercising this Option to make any representation and warranty to the Company as may be required by an applicable law or regulation.

3. Transferability of Option. During the lifetime of the Optionee, this Option may not be transferred in any manner and may be exercised only by him. The terms of this Option shall be binding upon the heirs, legal representatives, beneficiaries and successors of the Optionee.

4. Term of Option. This Option may not be exercised more than ten (10) years from the date of grant of this Option, as set forth below, and may be exercised during such term only in accordance with the Plan and the terms of this Option.

5. Optionee Acknowledgment. Optionee acknowledges receipt of a copy of the Plan and represents that such Optionee is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all the terms and provisions thereof. Optionee further acknowledges that the Company will not make any loans for the purpose of exercising this Option or paying any tax liability associated with the exercise of this Option. Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Committee (as defined in the Plan) upon any questions arising under the Plan or this Option.


6. Additional Requirements. The Company reserves the right to impose other requirements on the Option, any shares acquired pursuant to the Option and the Optionee’s participation in the Plan to the extent the Company determines, in its sole discretion, that such other requirements are necessary or advisable in order to comply with local law, rules and regulations or to facilitate the operation and administration of the Option and the Plan. Such requirements may include (but are not limited to) requiring the Optionee to sign any agreements or undertakings that may be necessary to accomplish the foregoing.

7. Addendum. Notwithstanding any provisions in this Agreement to the contrary, if the Optionee transfers residence and/or employment to another country, the Company may establish alternative terms, conditions and requirements as may be necessary or advisable to accommodate the Optionee’s transfer and to comply with local law, rules and regulations or to facilitate the operation and administration of the Option and the Plan. Such provisions shall be set forth in an addendum to this Agreement.

Date of Grant: ____________________

 

FEDEX CORPORATION
By:  

 

  CHAIRMAN AND CHIEF
  EXECUTIVE OFFICER

 

[NAME OF DIRECTOR]


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘S-8’ Filing    Date    Other Filings
Filed on / Effective on:9/30/19S-8 POS
 List all Filings 


4 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 7/17/23  FedEx Corp.                       10-K        5/31/23  120:33M                                    Donnelley … Solutions/FA
 9/22/22  FedEx Corp.                       S-8         9/22/22    6:228K                                   Donnelley … Solutions/FA
 7/18/22  FedEx Corp.                       10-K        5/31/22  165:42M                                    Donnelley … Solutions/FA
 7/19/21  FedEx Corp.                       10-K        5/31/21  124:35M                                    ActiveDisclosure/FA
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Filing Submission 0001193125-19-258705   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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