AMERICA ’S CAR-MART, INC.
2005 RESTRICTED STOCK PLAN
America’s Car-Mart, Inc., a Texas corporation (hereinafter referred to as the “Company”) hereby amends (the
“Amendment”) the America’s Car-Mart, Inc. 2005 Restricted Stock Plan (the “Plan”), effective as of
October 12, 2005, as set forth herein.
1. Background Information. The Company established the Plan effective as of October 12, 2005.
Section 8.1 of the Plan provides that the Board of Directors of the Company may at any time amend the Plan in
whole or in part. The Company wishes to amend the Plan as set forth in this Amendment to clarify that
unrestricted Shares may be awarded under the Plan. The Board of Directors has approved the Amendment.
2. Amendment to Plan Name. The name of the Plan, wherever used, shall be changed to the “America’s
Car-Mart, Inc. Stock Incentive Plan” (the “Plan”).
3. Amendment to Section 1.1 - Purpose of Plan. Section 1.1 is amended to include the grant of Shares,
in addition to grants of Restricted Stock.
4. Amendment to Section 2.1 – Award. Section 2.1 is amended to read as follows:
“2.1 ‘Award’ means the grant to a Participant of Shares or Restricted Stock, and any related benefits
under this Plan.”
5. Amendment to Section 2.9 – Participant. Section 2.9 is amended to read as follows:
“2.9 ‘Participant’ means an individual who has outstanding a grant of Restricted Stock subject to a
Period of Restriction under the Plan or an award of Shares subject to conditions which have not yet been
6. Amendment to Article VI – Restricted Stock. Any references in Article VI to “Award” or
“Awards” shall refer solely to Awards of Restricted Stock, not Shares.
7. Addition of Article VI.A – Share Awards. A new Article VI.A shall be added to read as follows:
6A.1 Awards of Shares. Subject to the terms and provisions of the Plan, the Com