2012 Equity Award Sample Clauses

2012 Equity Award. Immediately prior to the Retirement Date, you received a grant of equity compensation in respect of 2012 in accordance with the provisions of Section 3(c) of the Employment Agreement (the “2012 Equity Grant”). Such grant has a target grant value (“EIP Target”) of 350% of your annual base salary as in effect on the date hereof (which annual base salary is $1,000,000), which EIP Target is satisfied in the following manner: (i) 50% of the EIP Target amount is satisfied in the form of time-based restricted stock; (ii) 25% of the EIP Target amount is satisfied in the form of nonqualified stock options (with an exercise price equal to the fair market value of the Company’s common stock on the date of grant); and (iii) 25% of the EIP Target amount is satisfied in the form of performance shares tied to the performance of the Company. You agree that the performance goals applicable to the performance shares described in clause (iii) of the preceding sentence shall be determined in accordance with Exhibit A to the Employment Agreement, with 50% of the award vesting based upon annual cash earnings results (which cash earnings goal shall be the same as is applicable to the Company’s senior management team under the annual bonus plan for 2013) and with the remaining 50% vesting based on the TSR results relative to the S&P 500 as set forth in such Exhibit A. Subject to the effectiveness of the Release, (x) the portions of the 2012 Equity Grant which were scheduled to vest solely based on continued employment with the Company will become fully vested effective on the fifth (5th) business day after the date the Release becomes irrevocable, and (y) the portions of the 2012 Equity Grant which were scheduled to vest based on attainment of performance goals will remain outstanding and will vest or be forfeited based upon the attainment of the applicable performance goals. With respect to stock options which become vested pursuant to the preceding sentence, you will have until the fourth anniversary of the Retirement Date to exercise such options. If you fail to execute the Release prior to the deadline described in Section 4 or revoke the Release, the 2012 Equity Grant will be immediately terminated.
Sample 1
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Related to 2012 Equity Award

  • Equity Award The Executive will be eligible to receive equity awards, if any, at such times and on such terms and conditions as the Board shall, in its sole discretion, determine.

  • Annual Equity Award With respect to each Company fiscal year commencing during the Term, the Executive shall be eligible to receive an annual equity compensation award (each such award, an “Annual Equity Award”). The form and terms and conditions of each Annual Equity Award shall be determined by the Board (or the Compensation Committee of the Board) in its discretion and shall be set forth in one or more written award agreements between the Company and the Executive.

  • Initial Equity Award Upon or as soon as practicable after the Effective Date, the Company will award Executive restricted stock units and stock options to purchase shares of the Company’s common stock, with an aggregate grant date fair market value as determined by the Board for accounting purposes of $1,200,000. Such restricted stock units or stock options, as applicable, to vest ratably over 4 years (25% each year). Allocation between restricted stock units and stock options to be determined by the Board.

  • Equity Awards You will be eligible to receive awards of stock options or other equity awards pursuant to any plans or arrangements the Company may have in effect from time to time. The Board or Committee, as applicable, will determine in its sole discretion whether you will be granted any such equity awards and the terms of any such award in accordance with the terms of any applicable plan or arrangement that may be in effect from time to time.

  • Company Equity Awards With respect to any stock options, restricted stock or other equity awards (the “Equity Awards”) granted pursuant to any compensation plan of the Company or its Subsidiaries providing for the issuance of Equity Awards (the “Company Plans”), (A) each grant of an Equity Award was duly authorized no later than the date on which the grant of such Equity Award was by its terms to be effective by all necessary corporate action, and (B) each such grant was made in accordance with the terms of the Company Plans and all other applicable laws and regulatory rules or requirements.

  • Future Equity Awards Executive remains eligible to be considered for future equity awards as may be determined by the Board or a committee of the Board in its discretion in accordance with the terms of any applicable equity plan or arrangement that may be in effect from time to time.

  • Annual Equity Awards Following the first anniversary of the Effective Date, Executive will be granted annual equity awards in an amount determined by the Board. Such awards may be in the form of options, restricted stock units, performance shares, or any other form as approved by the Board.

  • Vesting of Equity Awards Notwithstanding the provisions of any plan or agreement governing such an Award (as defined in Section 4(c)), all Awards granted to you that remain outstanding and unvested immediately prior to the occurrence of a Change in Control (as defined in Section 4(d)(i)) automatically shall vest in full upon the occurrence of the Change in Control.

  • Accelerated Vesting of Equity Awards One hundred percent (100%) of Executive’s then-outstanding and unvested Equity Awards will become vested in full. If, however, an outstanding Equity Award is to vest and/or the amount of the award to vest is to be determined based on the achievement of performance criteria, then the Equity Award will vest as to one hundred percent (100%) of the amount of the Equity Award assuming the performance criteria had been achieved at target levels for the relevant performance period(s).

  • Outstanding Equity Awards Executive’s outstanding equity awards shall remain outstanding following the Effective Date in accordance with their terms, provided, that to the extent any term of this Agreement is more favorable to Executive, including in respect to accelerated vesting, the more favorable terms of this Agreement shall control.

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