The Wyoming Amended and Restated Stock Option Plan of Continental Materials Corp. is a comprehensive compensation plan designed to incentivize and reward employees and directors of the company through the allocation of stock options. This plan outlines the terms and conditions under which eligible participants may acquire shares of the company's stock at a predetermined price within specified time frames. With the aim of attracting and retaining top talent, the Wyoming Amended and Restated Stock Option Plan offers various types of stock options to participants. These options include: 1. Non-Qualified Stock Options (Nests): These options provide employees and directors with the right to purchase company stock at a set price, known as the exercise price or strike price, within a predetermined time period. Nests offer flexibility in terms of taxation and are not subject to specific rules imposed by the Internal Revenue Code. 2. Incentive Stock Options (SOS): SOS are specially designed for key employees and have tax advantages over other stock options. Participants enjoy certain tax benefits, such as potentially paying long-term capital gains tax rates instead of ordinary income tax rates upon exercise and sale of the stock. However, SOS are subject to strict statutory requirements outlined in the Internal Revenue Code. 3. Performance Stock Options: These options tie the exercise and vesting of stock options to specified performance criteria, such as revenue targets, earnings per share, or other financial metrics. Performance stock options align the interests of participants with the company's performance by motivating them to achieve predetermined objectives. The Wyoming Amended and Restated Stock Option Plan of Continental Materials Corp. provides guidelines for the administration, allocation, and exercise of stock options, ensuring fairness and transparency. The plan also outlines eligibility requirements, vesting schedules, and procedures for stock option exercises, transfers, and any potential changes due to events like mergers, acquisitions, or corporate reorganizations. Overall, the Wyoming Amended and Restated Stock Option Plan demonstrates Continental Materials Corp.'s commitment to attracting, retaining, and motivating its employees and directors by providing them with an opportunity to share in the company's success through stock ownership.