2015 and 2016 Restricted Stock Units. (1) Each RRD Restricted Stock Unit award granted in 2015 or 2016 held by an RRD Employee or Former RRD Employee that is outstanding immediately prior to the Relevant Time shall be converted as of 12:01 a.m. Eastern Time on the Relevant Time so that the holder has an RRD Restricted Stock Unit award over a number of shares of RRD Common Stock equal (A) to the number of shares of Common Stock of RRD subject to the original RRD Restricted Stock Unit award, divided (B) by the RRD Equity Award Exchange Ratio, which product shall be rounded down to the nearest whole number of shares. Such award shall retain the vesting schedule associated with such original RRD Restricted Stock Unit award. (2) Each RRD Restricted Stock Unit award granted in 2015 or 2016 held by an LSC Employee or Former LSC Employee that is outstanding immediately prior to the LSC Distribution Date shall be converted as of 12:01 a.m. Eastern Time on the LSC Distribution Date so that the holder has an LSC Restricted Stock Unit award over a number of shares of RRD Common Stock equal to (A) the number of shares of Common Stock of RRD subject to the original RRD Restricted Stock Unit award, multiplied by the LSC Spin Ratio, divided by (B) the LSC Equity Award Exchange Ratio, which product shall be rounded down to the nearest whole number of shares. Such award shall retain the vesting schedule associated with such original RRD Restricted Stock Unit award, except that references to continued employment with RRD shall refer to continued employment with the LSC Group following the LSC Distribution Date. (3) Each RRD Restricted Stock Unit award granted in 2015 or 2016 held by an Donnelley Financial Employee or Former Donnelley Financial Employee that is outstanding immediately prior to the Donnelley Financial Distribution Date shall be converted as of 12:01 a.m. Eastern Time on the Donnelley Financial Distribution Date so that the holder has an a Donnelley Financial Restricted Stock Unit award over a number of shares of Donnelley Financial Common Stock equal to (A) the number of shares of Common Stock of RRD subject to the original RRD Restricted Stock Unit award, multiplied by the Donnelley Financial Spin Ratio, divided by (B) the Donnelley Financial Equity Award Exchange Ratio, which product shall be rounded down to the nearest whole number of shares. Such award shall retain the vesting schedule associated with such original RRD Restricted Stock Unit award, except that references to continued employment with RRD shall refer to continued employment with the Donnelley Financial Group following the Donnelley Financial Distribution Date.
Appears in 5 contracts
Samples: Separation and Distribution Agreement (Donnelley Financial Solutions, Inc.), Separation and Distribution Agreement (Donnelley Financial Solutions, Inc.), Separation and Distribution Agreement (LSC Communications, Inc.)