Copart offers CEO Jay Adair a 20 million-share option and a $1 salary for the next decade

Copart wants to pay its chief executive almost entirely in stock-price upside for the next 10 years, and it is asking shareholders to sign off.

Copart's board approved a stand-alone option for CEO A. Jayson Adair to buy 20 million Copart shares, according to an 8-K filed Friday. Under the plan, Adair would draw a salary of $1 a year, and the company does not expect to pay him a bonus or grant him more equity during that period. The filing says the option is meant to be his only substantive cash or equity compensation for the decade following the Oct. 14 grant date, apart from certain perquisite programs approved by the compensation committee.

The award is split into four tranches of 5 million shares each, with exercise prices of $26.27, $35.03, $43.78 and $52.54 a share. The top strike is double the lowest, so the biggest slices pay off only if the stock climbs well above the base level.