exh10b1-xxiv.htm


    


      ALEXANDER
& BALDWIN, INC.

       

      NOTICE OF GRANT OF STOCK
OPTION

       

      Notice is
hereby given of the following option grant (the “Option”) to purchase shares of
the Common Stock of Alexander & Baldwin, Inc. (the
“Corporation”):

       

      Optionee:                                   _________________

       

      Grant
Date:                                __________,
20__

       

      Exercise
Price:                           $______ per
share

       

      Number
of

      Option
Shares:                          ____________
shares

       

      Expiration
Date:                         __________,
20__

       

      Type of
Option                          Non-Statutory
Stock Option

       

      Exercise
Schedule:

       

      Number of
Option
Shares:                                     Exercise
Date:

       

                                                                       ___________

       

                                                                       ___________

       

                                                                       ___________

       

      The
Option shall become exercisable in a series of three (3) successive annual
installments, as set forth above, upon Optionee’s completion of each successive
year of Service over the three (3)-year period measured from the Grant
Date.  Except as provided in Paragraph 5 of the form Stock Option
Agreement, the Option shall not become exercisable for any additional Option
Shares after Optionee’s cessation of Service.

       

      Optionee
understands and agrees that the Option is granted subject to and in accordance
with the terms of the Alexander & Baldwin, Inc. 2007 Incentive Compensation
Plan (the “Plan”).  Optionee further agrees to be bound by the terms
of the Plan and the terms of the Option as set forth in the form Stock Option
Agreement attached hereto as Exhibit
A.  A copy of the Plan is available upon request made to the
Corporate Secretary at the Corporation’s principal offices.

       


      
        
           


        

        
           


          
            

          

        

        
           


        

      


      Continuing Consent.
Optionee further acknowledges and agrees that, except to the extent the Plan
Administrator notifies Optionee in writing to the contrary, each subsequent
option grant made to him or her under the Plan shall be subject to the same
terms and conditions set forth in the form Stock Option Agreement attached as
Exhibit A to this Notice of Grant of Stock Option, and Optionee hereby accepts
those terms and conditions for each such subsequent option grant that may be
made to him or her under the Plan and hereby agrees to be bound by those terms
and conditions for any such option grants, without any further consent or
acceptance required on his or her part at the time or times when those option
grants may be made.  However, Optionee may, at any time he or she
holds an outstanding option under the Plan, request a written copy of the form
Stock Option Agreement from the Corporation by contacting the Corporation’s
Human Resources Department at the Corporation’s headquarters at 822 Bishop
Street, Honolulu, HI 96813.

       

      Employment at
Will.  Nothing in this Notice or in the form Stock Option
Agreement or in the Plan shall confer upon Optionee any right to continue in
Service for any period of specific duration or interfere with or otherwise
restrict in any way the rights of the Corporation (or any Parent or Subsidiary
employing or retaining Optionee) or of Optionee, which rights are hereby
expressly reserved by each, to terminate Optionee’s Service at any time for any
reason, with or without cause.

       

      Definitions.  All
capitalized terms in this Notice shall have the meaning assigned to them in this
Notice or in the form Stock Option Agreement attached as Exhibit
A.

       

      DATED:                      ___________,
20___

       

       

                                                                                             
ALEXANDER & BALDWIN, INC.

       

      
        	 
      	
                By:

              	 
      	 
      
	 
      	 
      	 
      	 
      
	 
      	
                Title:

              	 
      	 
      
	 
      	 
      	
                 

              	 
      
	 
      	 
      	 
      	 
      
	 
      	 
      	
                                OPTIONEE

              	 
      
	 
      	 
      	 
      	 
      
	 
      	
                Address: