NON-QUALIFIED STOCK OPTION AGREEMENT
THIS NON-QUALIFIED STOCK OPTION AGREEMENT (this “Agreement”) is made and entered
into as of this 21 st day of February, 2008 (the “Grant Date”), by and between AmSurg Corp., a Tennessee
corporation (together with its Subsidiaries and Affiliates, the “Company”), and Ken P. McDonald (the
“Colleague”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the
AmSurg Corp. 2006 Stock Incentive Plan (the “Plan”).
WHEREAS, the Company desires to afford the Colleague an opportunity to purchase shares of Common
Stock, no par value per share, of the Company (the “Shares”), as hereinafter provided in accordance with the
provisions of the Plan.
NOW, THEREFORE, in consideration of the mutual covenants hereinafter set forth and for other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto,
intending to be legally bound hereby, agree as follows:
1. Grant of Option .
(a) The Company grants to Colleague as of the date of this Agreement the right and option (the “Option”)
to purchase 47,394 Shares, in whole or in part (the “Option Stock”), at an exercise price of Twenty-Four and
75/100 Dollars ($24.75) per Share, on the terms and conditions set forth in this Agreement and subject to all
provisions of the Plan. Neither Colleague, nor any holder or beneficiary of the Option shall have any of the rights
of a shareholder with respect to the Option Stock until such person has become a holder of such Shares by the
due exercise of the Option and payment of the Option Payment (as defined in Section 3 below) in accordance
with this Agreement.
(b) The Option shall be a non-qualified stock option. In order to provide the Company with the
opportunity to claim the benefit of any income tax deduction which may be available to it upon the exercise of the
Option, and in order to comply with all applica