The value of an Award in Shares, the number of Shares available for issuance hereunder, the number of Shares issuable to Directors under [Section 6.7], and the maximum number of Shares that may be awarded to a Participant during a calendar year shall be adjusted from time to time as follows:

Subject to any required action by Stockholders, the number of Shares covered by each outstanding Award, the exercise price of such Award, the Shares available for issuance as Awards hereunder, the number of Shares issuable to Directors under [Section 6.7], and the maximum number of Shares that may be awarded to a Participant during a calendar yearyear, shall be proportionately adjusted for any increase or decrease in the number of issued Shares of the Company resulting from time to time as follows:a subdivision or consolidation of Shares or the payment of a stock dividend (but only in Shares) or any other increase or decrease in the number of Shares affected without receipt of consideration by the Company.