Exhibit 10.1
NISOURCE INC.
NONEMPLOYEE DIRECTOR
STOCK INCENTIVE PLAN
(As Amended and Restated Effective May 13, 2008)
NISOURCE INC.
NONEMPLOYEE DIRECTOR
STOCK INCENTIVE PLAN
(As Amended and Restated Effective May 13, 2008)
TABLE OF CONTENTS
Page
ARTICLE I ESTABLISHMENT, PURPOSE, AND DURATION
2
1.1
Establishment of the Plan
2
1.2
Purpose of the Plan
2
1.3
Duration of the Plan
2
ARTICLE II DEFINITIONS
3
2.1
Award
3
2.2
Award Agreement
3
2.3
Board or Board of Directors
3
2.4
Change in Control
3
2.5
Code
5
2.6
Company
5
2.7
Committee
5
2.8
Director
5
2.9
Disability
5
2.10
Employee
6
2.11
Fair Market Value
6
2.12
Nonemployee Director
6
2.13
Nonqualified Stock Option or NQSO
6
2.14
Option
6
2.15
Participant
6
2.16
Period of Restriction
6
2.17
Restricted Stock
6
2.18
Restricted Stock Unit
6
2.19
Shares
7
ARTICLE III ADMINISTRATION
7
3.1
Committee
7
3.2
Administration by the Committee
7
3.3
Decisions Binding
7
ARTICLE
IV
SHARES AND RESTRICTED STOCK UNITS SUBJECT TO THE PLAN
8
4.1
Number of Shares and Restricted Stock Units
8
NISOURCE INC.
NONEMPLOYEE DIRECTOR
STOCK INCENTIVE PLAN
(As Amended and Restated Effective May 13, 2008)
TABLE OF CONTENTS
i
TABLE OF CONTENTS
(continued)
Page
ARTICLE I ESTABLISHMENT, PURPOSE, AND DURATION
2
1.1
Establishment of the Plan
2
1.2
Purpose of the Plan
2
1.3
Duration of the Plan
2
ARTICLE II DEFINITIONS
3
2.1
Award
3
2.2
Award Agreement