AMENDED AND RESTATED PHARMERICA CORPORATION
2007 OMNIBUS INCENTIVE PLAN
SECTION 1. Purpose . The purpose of the Amended and Restated PharMerica Corporation 2007 Omnibus Incentive Plan is
to enhance the incentive of those employees, directors and other individuals who are expected to contribute significantly to the
success of the Company and its Affiliates to perform at the highest level, and, in general, to further the best interests of the
Company and its stockholders.
SECTION 2. Definition .
As used in the Plan, the following terms shall have the meanings set forth below:
(a) “ Act ” shall mean the Securities Exchange Act of 1934, as amended.
(b) “ Affiliate ” shall mean (i) any entity that, directly or indirectly, controls, is controlled by or under common control
with the Company and (ii) any entity in which the Company has a significant equity interest, in either case as determined
by the Committee.
(c) “ Award ” shall mean any Option, Stock Appreciation Right, award of Restricted Stock, Restricted Stock Unit,
Deferred Stock, Performance Award or Other Stock-Based Award granted under the Plan, which may be denominated or
settled in Shares, cash or in such other forms as provided for herein.
(d) “ Award Agreement ” shall mean any written or electronic agreement, contract or other instrument or document
evidencing any Award granted under the Plan, which may, but need not, be executed or acknowledged by a Participant.
(e) “ Beneficiary ” shall mean a person or persons entitled to receive payments or other benefits or exercise rights
that are available under the Plan in the event of the Participant’s death. If no such person is named by a Participant who is
an individual, such individual’s Beneficiary shall be the individual’s estate.
(f) “ Board ” shall mean the board of directors of the Company.
(g) “ Change in Control ” shall mean the occurrence of:
(i) any “person” (as defined in Section 13(d) of the Act other than the Company, its Affiliates or