EXHIBIT 10.27
JEFFRY BROWN
[Optionee]
SAC TECHNOLOGIES, INC.
NON-QUALIFIED STOCK OPTION AGREEMENT
UNDER THE
SAC TECHNOLOGIES, INC.
1999 STOCK OPTION PLAN
This Agreement is made as of the date set forth on Schedule A
hereto (the "Grant Date") by and between SAC Technologies, Inc., a Minnesota
corporation (the "Corporation"), and the person named on Schedule A hereto (the
"Optionee").
WHEREAS, Optionee is a valuable director and officer of the
Corporation and the Corporation considers it desirable and in its best interest
that Optionee be given an inducement to acquire a proprietary interest in the
Corporation and an incentive to advance the interests of the Corporation by
granting the Optionee an option to purchase shares of common stock of the
Corporation (the "Common Stock");
NOW, THEREFORE, the parties hereto, intending to be legally
bound, hereby agree that as of the Grant Date, the Corporation hereby grants
Optionee an option to purchase from it, upon the terms and conditions set forth
in the Corporation's 1999 Stock Option Plan, as amended from time to time (the
"Plan"), a copy of which is attached hereto, that number of shares of the
authorized and unissued Common Stock of the Corporation as is set forth on
Schedule A hereto.
1. Terms of Stock Option. The option to purchase Common Stock
granted hereby is subject to the terms, conditions, and covenants set forth in
the Plan as well as the following:
(a) This option shall constitute a Non-Qualified
Stock Option which is not intended to
qualify under Section 422 of the Internal
Revenue Code of 1986, as amended;
(b) The per share exercise price for the shares
subject to this option shall be the Fair
Market Value (as defined in the Plan) of the
Common Stock on the Grant Date, which
exercise price is set forth on Schedule A
hereto;
(c) This option shall vest in accordance with
the vesting schedule set forth on Schedule A
hereto;
(d) No portion of this option may be exercised
more than seven (7) years from the Grant
Date; and
(e) The Optionee shall have entered into an
employment agreement with the Company.
<PAGE>
2. Payment of Exercise Price. The option may be exercised, in
part or in whole, only by written request to the Corporation accompanied by
payment of the exercise price in full either: (i) in cash for the shares with
respect to which it is exercised; (ii) by delivering to the Corporation a notice
of exercise with an irrevocable direction to a broker-dealer registered under
the Securities Exchange Act of 1934, as amended, to sell a sufficient portion of
the shares and deliver the sale proceeds directly to the Corporation to pay the
exercise price; or (iii) in the discretion of the Plan Administrator, by
delivering previously owned shares of Common Stock or a combination of shares
and cash having an aggregate Fair Market Value (as defined in the Plan) equal to
the exercise price of the shares being purchased; provided, however, that shares
of Common Stock delivered by the Optionee may be accepted as full or partial
payment of the exercise price for any exercise of the option hereunder only if
the shares have been held by the Optionee for at least six (6) months.
3. Miscellaneous.
(a) This Agreement is binding upon the parties
hereto and their respective heirs, personal
representatives, successors and assigns.
(b) This Agreement will be governed and
interpreted in accordance with the laws of
the State of Minnesota, and may be executed
in more than one counterpart, each of which
shall constitute an original document.
(c) No alterations, amendments, changes or
additions to this agreement will be binding
upon either the Corporation or Optionee
unless reduced to writing and signed by both
parties.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
2
<PAGE>
In witness whereof, the parties have executed this Agreement
as of the Grant Date.
SAC TECHNOLOGIES, INC.
By: /s/ Gary Wendt
-------------------------------------
Title: Chief Financial Officer
OPTIONEE
/s/ Jeffry R. Brown
-----------------------------------------
Jeffry R. Brown
3
<PAGE>
SCHEDULE A
1. Optionee: Jeffry Brown
2. Grant Date: November 13,2000
3. Number of Shares of Common Stock covered by the Option: 300,000
4. Exercise Price (Fair Market Value of Common Stock on the Grant Date):
$.6875
5. The Option shall vest in accordance with the following schedule
(i) 60,000 shares shall vest upon issuance;
(ii) 10,000 shares shall vest per month commencing December 1, 2000
provided, however that if the Optionee is terminated by the Company on or before
November 13, 2002 without cause pursuant to Section 4(e) of that certain
Employment Agreement dated November 13, 2000 by and between the Corporation and
the Optionee, options to purchase the lesser of (i) 90,000 shares of Common
Stock; and (ii) the number of shares of Common Stock issuable upon the exercise
of the remaining unvested options hereof shall vest on the date of termination.
/s/ G.W.
-----------------------
Initials of Authorized
Officer of SAC Technologies, Inc.
/s/ J.R.B.
-----------------------
Optionee's Initials
4
