vote yes, page-22

It doesn't make sense to vote for an incentive pacages THREE years in advance!

Would you give your employee a bonus for work they havent done?

Would you give away up to 10% of your company over the next three years for work not yet done?

ALSO Look at the triggers they have invented to have the 200,000,000 shares fully vested to themselves on the date that of any Change of Control - which they define as (amongst other clauses)

"ii) as a result of, or in connection with, any tender offer, exchange offer, merger, business combination, sale of assets or contested election of directors (a "Transaction")"

key words here "a result, or in connection with"

'in connection with - contested election of directors'

'in connection with - sale of assets'

'in connection with - any tender offer'

'in connection with - merger'

and just so you remember that its a boys club

'in connection with - contested election of directors'


In other words there doesn't have to a result only A CONNECTION WITH

So I object not only to 200,000,000 shares they seek to grant to themselves BUT also the ease at which they can be granted AND they seek to be granted them three years in advance for work they may or may not do.


"If there is a Change of Control of Samson prior to any Vesting Date, then all Awards will fully vest on the date that the Change of Control occurs, except to the extent that all necessary shareholder approvals of this Program or the Award have not been received. For purposes of this Agreement, a “Change of Control” occurs if (i) any person, entity or group becomes the beneficial owner, directly or indirectly, of 50% or more of the voting securities of Samson; or (ii) as a result of, or in connection with, any tender offer, exchange offer, merger, business combination, sale of assets or contested election of directors (a "Transaction"), the persons who were directors of Samson immediately before the Transaction no longer constitute a majority of the directors of Samson; or (iii) Samson is merged or consolidated with another company and, as a result of the merger or consolidation, less than 51% of the outstanding voting securities of the surviving company is then owned in the aggregate by the former stockholders of Samson; or (iv) Samson transfers all or substantially all of its assets to another company that is not a wholly owned subsidiary of Samson."