INTREPID POTASH, INC.
2008 SENIOR MANAGEMENT PERFORMANCE INCENTIVE PLAN
(Adopted April 20, 2008)
This Intrepid Potash, Inc. 2008 Senior Management Performance Incentive Plan is an annual bonus plan that is intended
(i) to enable Intrepid Potash, Inc. to attract, retain, motivate and reward senior executive officers by providing them with the
opportunity to earn competitive annual bonus compensation for the 2008 calendar year, and (ii) to qualify as a compensation
plan or arrangement in effect prior to the time of Intrepid Potash, Inc.’s initial public offering, such that bonuses paid hereunder
will be exempt from the deduction limitations under Section 162(m) of the Internal Revenue Code of 1986, as amended, pursuant
to Treas. Reg. Section 1.162-27(f). The plan will be administered and construed in all events in accordance with the foregoing
intentions. Executive officers and other key employees not covered under the terms of this Plan may be eligible to participate in
the Company’s general annual performance incentive plan (which has not been reduced to writing) pursuant to which they may
receive annual bonuses awarded in a similar manner as described herein.
The following words as used in this Plan have the meanings ascribed to them below:
(a) Base Salary shall mean the annual rate of a Participant’s base salary in effect as of the last day of the Plan Year or, in
the event of death, Disability, or Change of Control, in effect immediately prior to such event.
(b) Board means the Board of Directors of the Company.
(c) Change of Control means and shall be deemed to have occurred upon the occurrence of:
(i) the acquisition by any individual, entity, or group (within the meaning of Sections 13(d)(3) or 14(d)(2) of the
Exchange Act (a “Person” ) of “beneficial ownership” (within the meaning of Rule 13d-3 promulgated under the Exchange
Act) of more than 50% of the combined voting power of the Company’s then outstanding securities entitled to vote
generally in the electi