Stock Options and Restricted Stock. Beginning with the 2001 Fiscal Year and in respect of each of the following Fiscal Years during the term of this Agreement, Employer's public company affiliate, IndyMac Bancorp, Inc., or any successor public company ("Public Company"), may grant to Officer stock options and/or restricted stock for such number of shares of the Public Company's common stock as the Compensation Committee of the Board of Directors of the Public Company ("Compensation Committee") in its sole discretion determines, taking into account Officer's and the Public Company's performance and the competitive practices then prevailing regarding the granting of stock options. Subject to the foregoing, it is anticipated that the number of shares in respect of each annual stock option and/or restricted stock grant shall be in accordance with the number of shares granted to officers of Employer at a level similar to Officer's level. The stock options and/or restricted stock described in this Section 4(d) in respect of a Fiscal Year shall be granted at the same time as the Public Company grants stock options and/or restricted stock to its other officers in respect of such Fiscal Year. Officer agrees that any stock options or restricted stock granted to him under his prior Employment Agreement(s), or granted separate from any such Employment Agreement(s), shall be subject to the terms of the 2000 Stock Option Plan except as may be expressly provided otherwise in this Agreement. All stock options and restricted stock granted in accordance with this Section 4(d): (i) shall be granted pursuant to the Public Company's current stock option plan, or such other stock option plan or plans as may be or come into effect during the term of this Agreement, (ii) shall be priced and vest in accordance with the terms set by the Compensation Committee, (iii) shall be subject to such other reasonable terms and conditions as may be determined by the Compensation Committee and set forth in the agreement or other document evidencing the award, (iv) in the event that Officer's employment is terminated due to death or Disability, shall, if then unvested, become immediately and fully vested, (v) in the event that Officer's employment is terminated through resignation or by Employer for either Cause (as defined in Section 5(c)) or Poor Performance (as defined in Section 5(d)), shall, if not then vested, immediately terminate, and (vi) in the event that Officer's employment is terminated by Employer other than for Cau...
Stock Options and Restricted Stock. (a) Upon termination of the Executive’s employment with the Employer without Cause or as a result of a Constructive Termination without Cause, all restrictions on any Equity Award granted or issued by the Employer or any of the Participating Subsidiaries to the Employee after the Effective Date, including any transferability or vesting restrictions, immediately shall lapse. The Executive additionally shall have the immediate right to exercise any Employer stock options in full (without regard to any restriction on the underlying stock, and whether granted under this Agreement or otherwise), whether or not any such option is fully exercisable on the date of termination, for the remainder of the original full maximum term of each such stock option. In addition, in the event that the Executive’s employment is terminated for any reason within one (1) year following the consummation of a Change in Control (including, without limitation, the date of the consummation) then the Executive shall be entitled, at the Executive’s option and without the preclusion or reduction of any benefit otherwise available to him under this Agreement (pursuant to Section 12.6 or otherwise), to exercise all options granted previously to the Executive during the longest period permissible under the terms of the plan under which such options were issued from the Change in Control Closing Date, and additionally to freely transfer any options held, directly or indirectly, by the Executive as of the Change in Control Closing Date.
Stock Options and Restricted Stock. During the Term hereof, the Board shall grant Executive options to purchase Company Common Stock and restricted stock in accordance with the terms of the Company's Long Term Incentive Compensation Plan.
Stock Options and Restricted Stock. The foregoing benefits are intended to be in addition to the value of any options to acquire Common Stock of the Company or restricted stock the exercisability or vesting of which is accelerated pursuant to the terms of any stock option, incentive or other similar plan heretofore or hereafter adopted by the Company.
Stock Options and Restricted Stock. The Company has advised PennCorp and hereby confirms that the Compensation Committee of the Company's Board of Directors (the "Compensation Committee"), in administering the "Washington National Corporation Stock Benefit Plan, as Amended" (the "Plan"), shall, in accordance with the terms of the Plan and the agreements entered into thereunder with respect to employee stock options to purchase Common Shares ("Employee Options"), and Common Shares of restricted stock ("Restricted Stock"), provide for (i) the acceleration of the exercisability of Employee Options, (ii) the ability of certain retirees who have Employee Options to exercise those Employee Options up to the Effective Time, (iii) the ability of certain individuals whose employment with the Company was terminated prior to the date of this Agreement or whose employment is terminated between the date of this Agreement and the Effective Time to exercise Employee Options for a period ending on the earlier of the Effective Time and one year from the date of termination of employment with the Company, and (iv) the acceleration of the date on which restrictions applicable to Restricted Stock shall lapse. Notwithstanding anything in this Agreement to the contrary, the Company shall take all actions necessary to cause each Employee Option outstanding immediately prior to the Effective Time be cancelled by the Company, and each holder of a cancelled Employee Option shall receive from the Company in consideration for the cancellation of such Employee Option an amount in cash (less applicable withholding taxes) equal to the product of (i) the number of Common Shares previously subject to such Employee Option and (ii) the excess, if any, of the Cash Price over the exercise price per Common Share previously subject to such Employee Option. The Company shall take all actions necessary to cause each share of Restricted Stock outstanding immediately prior to the Effective Time to be cancelled by the Company, and each holder of a cancelled share of Restricted Stock shall receive from the Company in consideration for the cancellation of such Restricted Stock an amount in cash equal to 125% of the Cash Price, less applicable withholding taxes.
Stock Options and Restricted Stock. The provisions relating to any Times Mirror stock options or restricted stock, if any, are set forth in the attachment to this Agreement entitled "Certain Compensation and Benefits".
Stock Options and Restricted Stock. The terms of the 1997 Stock Plan and the terms of any agreement with respect to stock options granted for the Company's securities held by the Executive shall govern such stock options and are incorporated herein by reference.
Stock Options and Restricted Stock. To the extent not otherwise provided for under the terms of the Company's stock-based compensation plans or the Executive's award or grant agreements, all stock options and restricted stock held by the Executive that have not expired in accordance with their respective terms shall fully vest as of the Entitlement Date.
Stock Options and Restricted Stock. Vesting will accelerate to the date of termination. In other words, after a Change in Control, if EMPLOYEE is either terminated by EMPLOYER, other than for Cause, or if EMPLOYEE terminates employment with Good Reason, EMPLOYEE shall immediately be vested with all stock options and restricted stock awarded by the Company which have not been exercised prior to the termination date. The provisions of the Stock Option Agreement will otherwise be controlling.
Stock Options and Restricted Stock. As of the date hereof, in further consideration of the Employee's employment hereunder, the Employee acknowledges that:
