MENTOR GRAPHICS CORPORATION
1982 STOCK OPTION PLAN
Mentor Graphics recognizes that its continuing success depends upon the initiative, ability and significant
contributions of officers and key employees. Mentor Graphics believes that by affording such employees the
opportunity to purchase shares in Mentor Graphics it will enhance its ability to attract and retain such employees
and will provide an incentive for them to exert their best efforts on its behalf.
The Plan is as follows:
1. SHARES SUBJECT TO OPTION.
1.1 Options granted under this Plan shall be for authorized but unissued or reacquired common stock of Mentor
1.2 Options may be granted under paragraph 4 of the Plan and stock appreciation rights may be granted under
paragraph 8.2 of the Plan for a total of not more than 21,670,000 shares of common stock, subject to
adjustment under paragraph 9. Shares subject to options and to stock appreciation rights granted under
paragraph 8.2 that are terminated or expire without being exercised, other than options that are surrendered on
exercise of a stock appreciation right granted under paragraph 8.1, shall be added to the shares remaining for
future options and stock appreciation rights.
1.3 No employee may be granted options or stock appreciation rights under the Plan for more than an aggregate
of 500,000 shares of Common Stock in any calendar year.
2. EFFECTIVE DATE; DURATION.
This Plan shall be effective January 1, 1982 and shall continue until all shares available for issuance under the Plan
have been issued, unless sooner terminated by the Board of Directors of Mentor Graphics (Board of Directors).
Expiration or termination of the Plan shall not affect outstanding options, bonus rights or stock appreciation rights.
3.1 The Plan shall be administered by a compensation committee appointed by the Board of Directors
(Committee). The Committee may delegate any of its administrative duties to one or more agents and may retain
advisors to assist it.