UNITED STATES LIME & MINERALS, INC.
Non Qualified Stock Option Agreement
This Agreement, made as of this day of , by and between United States
Lime & Minerals, Inc., a Texas Corporation (the “Company”), and
Whereas, the Compensation Committee of the Board of Directors of the Company (the “Committee”) acting
under the United States Lime & Minerals, Inc. 2001 Long-Term Incentive Plan (the “Plan”) has determined that
it is desirable to grant an option under the Plan to Employee, who is currently employed by the Company and/or
a subsidiary of the Company;
Now, Therefore, the Company and Employee hereby agree as follows:
Anything to the contrary herein notwithstanding, the option granted hereunder shall terminate
immediately upon the Employee’s cessation to be an Employee on account of fraud, dishonesty or the
performance of any other act detrimental to the Company. A transfer of employment without interruption
of service between or among the Company or any of its subsidiaries shall not be considered a termination
of employment for purposes of this Agreement.
1. Definitions . As used in the Agreement, the following terms shall have the following meanings, respectively:
a) “Stock” shall have the meaning set forth in Section 2(k) of the Plan.
b) “Fair Market Value” shall mean the most recent closing sales price for a share of stock reported on
the NASDAQ Stock Market.
2. Option . The Company hereby grants to Employee the option to purchase, as hereinafter set forth;
shares of Stock at a price of $ per share, for a period commencing on
and terminating on the first to occur of (i) the expiration of ten years from the date hereof, or
(ii) when Employee ceases to be an employee of the Company and its subsidiaries for any reason;
provided, however, tha