EXHIBIT
99.2
FIRST
AMENDMENT
to
2003
OUTSIDE DIRECTORS STOCK PLAN
THIS
FIRST AMENDMENT TO THE PERMA-FIX ENVIRONMENTAL SERVICES, INC. 2003 OUTSIDE
DIRECTORS STOCK PLAN (the “First Amendment”) was approved by the Board of
Directors (the “Board”) of Perma-Fix Environmental Services, Inc. (the
“Company”) to be effective on June 13, 2008, subject to the approval of the
shareholders of the Company.
WHEREAS,
Article VII of the 2003 Outside Directors Stock Plan (the “Plan”), provides that
the Board may at any time, and from time to time and, in any respect amend
or
modify the Plan;
WHEREAS,
as of June 5, 2008, the maximum number of shares of our common stock that may
be
issued under the Plan is 1,000,000 shares (subject to adjustment as provided
in
the 2003 Plan), of which 838,465 have previously been issued or reserved for
issuance under the Plan, comprised of 412,465 shares previously been issued
under the Plan, and 426,000 shares issuable under outstanding options granted
under the Plan;
WHEREAS,
in order to continue to attract and retain qualified members of the Board who
are not employees of the Company, the Board is of the opinion that it is
necessary that the maximum number of shares of Common Stock that may be issued
under the Plan be increased from 1,000,000 to 2,000,000 shares (subject to
adjustment as provided in the Plan); and,
NOW,
THEREFORE, the following amendments to the plan are unanimously adopted by
the
Board, subject to the approval of the shareholders of the Company:
Amendment
to Section 4.1:
Section
4.1 of the Plan is hereby amended by deleting the number “1,000,000" from the
first full sentence contained therein and substituting in lieu thereof the
number “2,000,000."
The
Plan
is hereby amended and modified only to the extent specifically amended or
modified by this First Amendment to the 2003 Outside Directors Stock Plan.
None
of the other terms, conditions or provisions of the Plan, is amended or modified
by this First Amendment to the 2003 Outside Directors Stock Plan.
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Perma-Fix
Environmental Services, Inc. |
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By: |
/s/ Steven
T.
Baughman |
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Steven
T. Baughman, Chief Financial Officer |
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