Exhibit 10.30
SALLY BEAUTY HOLDINGS
2007 OMNIBUS INCENTIVE PLAN
RESTRICTED STOCK AGREEMENT
FOR EMPLOYEES
THIS RESTRICTED STOCK AGREEMENT (this "Agreement") is made as of October 21,
2009 by and between Sally Beauty Holdings, Inc. (the "Company") and
("Employee").
1.
GRANT OF RESTRICTED SHARES.
PURSUANT
TO THE SALLY BEAUTY HOLDINGS, INC. 2007 OMNIBUS INCENTIVE PLAN (THE "PLAN")
EMPLOYEE IS HEREBY AWARDED
SHARES (THE "RESTRICTED SHARES")
OF COMMON STOCK.
ALL OF THE RESTRICTED SHARES SHALL BE SUBJECT TO THE
PROHIBITION ON THE TRANSFER OF THE RESTRICTED SHARES AND THE OBLIGATIONS TO
FORFEIT THE RESTRICTED SHARES TO THE COMPANY AS SET FORTH IN SECTION 3 OF THIS
AGREEMENT ("FORFEITURE RESTRICTIONS").
2.
EFFECT OF THE PLAN.
THE RESTRICTED
SHARES AWARDED TO EMPLOYEE ARE SUBJECT TO ALL OF THE TERMS AND CONDITIONS OF THE
PLAN, WHICH TERMS AND CONDITIONS ARE INCORPORATED HEREIN FOR ALL PURPOSES, AND
OF THIS AGREEMENT TOGETHER WITH ALL RULES AND DETERMINATIONS FROM TIME TO TIME
ISSUED BY THE COMMITTEE AND BY THE BOARD PURSUANT TO THE PLAN.
THE COMPANY
HEREBY RESERVES THE RIGHT TO AMEND, MODIFY, RESTATE, SUPPLEMENT OR TERMINATE THE
PLAN WITHOUT THE CONSENT OF EMPLOYEE, SO LONG AS SUCH AMENDMENT, MODIFICATION,
RESTATEMENT OR SUPPLEMENT SHALL NOT MATERIALLY REDUCE THE RIGHTS AND BENEFITS
AVAILABLE TO EMPLOYEE HEREUNDER, AND THIS AWARD SHALL BE SUBJECT, WITHOUT
FURTHER ACTION BY THE COMPANY OR EMPLOYEE, TO SUCH AMENDMENT, MODIFICATION,
RESTATEMENT OR SUPPLEMENT UNLESS PROVIDED OTHERWISE THEREIN.
CAPITALIZED TERMS
USED BUT NOT DEFINED IN THIS AGREEMENT SHALL HAVE THE MEANINGS ASCRIBED TO SUCH
TERMS IN THE PLAN.
3.
RESTRICTIONS.
EMPLOYEE HEREBY ACCEPTS
THE AWARD OF THE RESTRICTED SHARES AND AGREES WITH RESPECT THERETO AS FOLLOWS:
(A)
NO TRANSFER.
DURING SUCH TIME AS THEY ARE
SUBJECT TO THE FORFEITURE RESTRICTIONS AS PROVIDED HEREIN, THE RESTRICTED SHARES
SHALL NOT BE SOLD, ASSIGNED, PLEDGED, EXCHANGED, HYPOTHECATED OR OTHERWISE
TRANSFERRED EXCEPT BY WILL OR THE LAWS OF DECENT AND DISTRIBUTION.
ANY
ATTEMPTED TRANSFER THE RESTRICTED SHARES IN CONTRAVENTION OF THIS AGREEMENT,
INCLUDING BY WAY OF SALE, ASSIGNMENT, TRANSFER, PLEDGE, HYPOTHECATION OR
OTHERWISE, SHALL BE NULL AND VOID WITHOUT EFFECT.
(B)
RESTRICTIVE LEGEND.
EMPLOYEE AGREES THAT IN
THE EVENT ANY STOCK CERTIFICATE IS ISSUED IN RESPECT OF THE RESTRICTED SHARES
WHILE SUCH SHARES ARE STILL SUBJECT TO THE FORFEITURE RESTRICTIONS SUCH
CERTIFICATE SHALL BEAR THE FOLLOWING LEGEND WITH RESPECT TO THE FORFEITURE
RESTRICTIONS APPLICABLE TO SUCH AWARD:
This certificate and the shares of stock represented hereby are subject to the
terms and conditions, including forfeiture provisions and restrictions against
transfer (the "Restrictions"), contained in the Sally Beauty Holdings, Inc. 2007
Omnibus Incentive Plan and an agreement between the registered owner and Sally
Beauty Holdings, Inc. Any attempt to dispose of these shares in contravention of
the Restrictions, including by way of sale, assignment, transfer, pledge,
hypothecation or otherwise, shall be null and void without effect.
(C)
FORFEITURE OF RESTRICTED SHARES.
IF
EMPLOYEE TERMINATES SERVICE WITH THE COMPANY AND ITS SUBSIDIARIES PRIOR TO
OCTOBER 21, 2010 (THE "RESTRICTION LAPSE DATE") FOR ANY REASON OTHER THAN
EMPLOYEE'S DEATH OR DISABILITY, THEN