The North Dakota Nonemployee Directors Stock Option Plan of National Surgery Centers, Inc. is a compensation program specifically designed for nonemployee directors based in North Dakota. This stock option plan offers a variety of benefits and incentives to attract and retain highly skilled individuals in the company's board of directors. By offering stock options, the plan aligns the interests of directors with the long-term success and growth of the company. Under this plan, nonemployee directors are granted the right to purchase a specified number of shares of National Surgery Centers, Inc. stock at a predetermined price, typically at a discounted rate. The stock options provided through this plan serve as a form of remuneration for the directors' contributions to the company's strategic decision-making process and corporate governance. The North Dakota Nonemployee Directors Stock Option Plan of National Surgery Centers, Inc. offers certain distinguishing features. For instance, it caters specifically to individuals serving as nonemployee directors in the state of North Dakota. The plan focuses on providing stock options to incentivize and reward these directors for their valuable contributions to the company. It can have various variations and structures, which may include: 1. Standard Stock Option Plan: This type of plan offers nonemployee directors the option to purchase company stock at a predetermined price within a specified timeframe. The price at which the stock can be purchased is often set at a discount to the current market value. 2. Vesting and Cliff Options: In some cases, the stock options granted to nonemployee directors may be subject to vesting schedules. This means that these options become exercisable over a certain period of time, incentivizing the directors to remain with the company for the long term. Cliff options, on the other hand, allow directors to exercise their stock options in full after a specific period of service. 3. Performance-Based Stock Options: Another variation of the plan includes performance-based stock options. These options are issued to nonemployee directors based on specific performance metrics, such as the company's financial performance, stock price increase, or achievement of predetermined goals. Directors can exercise these options only if the performance targets are met, further aligning their interests with the success of the company. 4. Incentive Stock Options: Nonemployee directors may also be eligible for incentive stock options, which provide certain tax advantages. These options must adhere to specific Internal Revenue Service (IRS) guidelines and regulations. In summary, the North Dakota Nonemployee Directors Stock Option Plan of National Surgery Centers, Inc. is a specialized compensation program designed to attract and retain nonemployee directors serving within the state of North Dakota. It offers various types of stock options, including standard, vesting and cliff options, performance-based options, and incentive stock options. These options provide directors with the opportunity to purchase company stock at predetermined prices, thereby aligning their interests with the company's long-term success.