Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective October 31, 2009, the Board of Directors of RF Industries, Ltd. (the
"Corporation") granted to James Doss, the Corporation's Chief Financial Officer
and Secretary, a ten-year option to purchase an aggregate of up to 90,000 shares
of the Corporation's common stock. The options have an exercise price of $4.05,
a price equal to the closing price of the Corporation's common stock on October
30, 2009 (the last trading day before the options became effective). The option
granted to Mr. Doss shall vest and become exercisable in annual increments of
10,000 shares each, with the first increment of 10,000 shares vesting on October
31, 2010, and future increments of 10,000 shares vesting over each of the
following eight years on October 31 of each such subsequent year; provided,
however, that each increment of 10,000 shares shall only vest if Mr. Doss is
still an employee of the Corporation on each vesting date. The option was
granted pursuant to the Corporation's standard form of stock option agreement,
as previously filed with the Securities and Exchange Commission.