EMPLOYEE STOCK OPTION AGREEMENT
THIS AGREEMENT, entered into as of the Grant Date (as defined in paragraph 1), by and between the Participant and
GERMAN AMERICAN BANCORP, an Indiana corporation (the “Company”), WITNESSETH THAT:
WHEREAS, the Company maintains the German American Bancorp 1999 Long-Term Equity Incentive Plan (the “Plan”),
which is incorporated into and forms a part of this Agreement, and the Participant has been selected by the Stock Option
Committee of the Company’s Board of Directors, acting as the committee administering the Plan (the “Committee”), to receive a
Stock Option Award under the Plan;
NOW, THEREFORE, IT IS AGREED, by and between the Company and the Participant, as follows:
Terms of Award . The following terms used in this Agreement shall have the meanings set forth in this paragraph
The “ Participant ” is ______________.
The “ Grant Date ” is ___________.
The number of “ Covered Shares ” shall be ___ shares of Stock.
The “ Stock ” is the Company’s Common Shares, no par value.
The “ Exercise Price ” is $______ per share.
Other terms used in this Agreement are defined elsewhere in this Agreement.
2. Award and Exercise Price . This Agreement specifies the terms of the option (the “Option”) granted to the
Participant to purchase the number of Covered Shares of Stock at the Exercise Price per share as set forth in
paragraph 1, subject to adjustment from time to time in accordance with Section 4.02 of the Plan. The Option is
intended to constitute an “incentive stock option” as that term is used in Internal Revenue Code Section 422 to the
maximum extent permissible thereunder.
Exercise Period . The Option is not immediately exercisable as to any of the Covered Shares. Subject to the
limitations of this Agreement and of the Plan (including the provisions of Article VII of the Plan that would limit the
period of exercisability in the event of termination, retirement, d