CATHAY BANCORP, INC.
EQUITY INCENTIVE PLAN
SECTION 1. PURPOSE; DEFINITIONS.
(a) Purpose. The purpose of the Plan is to provide selected eligible employees and directors of Cathay Bancorp, Inc., a
Delaware corporation, its subsidiaries and affiliates an opportunity to participate in the Company’s future by offering them an
opportunity to acquire stock in the Company so as to retain, attract and motivate them.
(b) Definitions. For purposes of the Plan, the following terms have the following meanings:
(i) “Award” means any award under the Plan, including any Option or Restricted Stock Award.
(ii) “Award Agreement” means, with respect to each Award, the signed written agreement between the Company and
the Plan participant setting forth the terms and conditions of the Award.
(iii) “Board” means the Board of Directors of the Company.
(iv) “Change in Control” has the meaning set forth in Section 7(a).
(v) “Change in Control Price” has the meaning set forth in Section 7(c).
(vi) “Code” means the Internal Revenue Code of 1986, as amended from time to time, and any successor statute.
(vii) “Commission” means the Securities and Exchange Commission and any successor agency.
(viii) “Committee” means the Committee referred to in Section 2, or the Board in its capacity as administrator of the
Plan in accordance with Section 2.
(ix) “Company” means Cathay Bancorp, Inc., a Delaware corporation.
(x) “Disability” means disabled within the meaning of Section 22(e)(3) of the Code.
(xi) “Exchange Act” means the Securities Exchange Act of 1934, as amended from time to time, and any successor
(xii) “Fair Market Value” means as of any given date (a) if the Stock is listed on any established stock exchange or a
national market system, either the closing sale price for the Stock or the closing bid if no sales were reported, or the average of
the bid and ask prices, as selected by the Committee in its discretion, as quoted on such system or exchange, as reported in The