Exhibit 10.3
AMENDMENT TO THE NON-EMPLOYEE
DIRECTORS STOCK OPTION PLAN
OF AMTECH SYSTEMS, INC.
This Amendment (this “ Amendment ”) to the Non-Employee Directors Stock Option Plan of Amtech Systems, Inc. (the “
Plan ”) is adopted by Amtech Systems, Inc., an Arizona corporation (the “ Company ”), effective July 8, 2005.
RECITALS
WHEREAS, the Board of Directors (the “ Board ”) originally adopted the Plan on December 21, 1995, and the Plan was
approved by the shareholders of the Company on February 29, 1996;
WHEREAS, the Plan originally provided for (i) the reservation of 100,000 shares of common stock of the Company for
issuance under the Plan, (ii) the issuance of 6,000 options to new directors to the Board and (iii) the issuance of 3,000 options
annually to current directors, provided certain conditions are met;
WHEREAS, as a result of a forward two-to-one stock split on March 29, 1996, and pursuant to Section 8 of the Plan, (i) the
number of shares of common stock reserved for issuance under Section 2 of the Plan was increased to 200,000 shares, (ii) the
number of options to be issued to new directors under Section 3(a) of the Plan was increased to 12,000 and (iii) the number of
options to be issued annually to current directors under Section 3(b) of the Plan was increased to 6,000;
WHEREAS, as a result of a reverse two-to-one stock split on March 15, 1999, and pursuant to Section 8 of the Plan, (i) the
number of shares of common stock reserved for issuance under Section 2 of the Plan was decreased to 100,000 shares, (ii) the
number of options to be issued to new directors under Section 3(a) of the Plan was decreased to 6,000 and (iii) the number of
options to be issued annually to current directors under Section 3(b) of the Plan was decreased to 3,000;
WHEREAS, the Plan was amended on March 15, 2001 to increase the number of options to be issued annually to current
directors under Section 3(b) of the Plan from 3,000 to 5,0