Common use of Absolute TSR Shares Clause in Contracts

Absolute TSR Shares. For purposes of the Absolute TSR Shares, the “Average TSR” for the Performance Period is the TSR, divided by 3, and the “Target TSR” is an 8% per annum simple cumulative return over the TSR Performance Period. The portion of the Absolute TSR Target Shares that will vest on the Vesting Date shall be determined by comparing the Average TSR of the Company to the Target TSR and may range from zero up to a maximum vesting of 200% of the Absolute TSR Target Shares. The number of Absolute TSR Shares that will vest on the Vesting Date shall equal the product of (i) the Absolute TSR Target Shares and (ii) the sum of (A) one (1) plus (B) a fraction (which fraction can be a negative number), the numerator of which is the Company’s Average TSR less Target TSR and the denominator of which is eight (8). For purposes of the preceding sentence, in the event that the Company’s Average TSR is (x) less than zero, then the Company’s Average TSR shall be deemed to be zero, and (y) greater 16%, then the Company’s Average TSR shall be deemed to be 16%. Any Absolute TSR Shares that do not vest on the Vesting Date shall be forfeited. Within 30 days following the Vesting Date, vested Absolute TSR Shares and related Dividend Payments, if any, will be settled as described in the Agreement. Set forth below are examples, which are intended to be used purely for illustrative purposes: Assume 10,000 Absolute TSR Target Shares. If the Company’s Average TSR over the TSR Performance Period were 2%, then the portion of the Absolute TSR Target Shares that would become vested would be equal to two-eighths (2/8) of the Absolute TSR Target Shares, or 2,500 Absolute TSR Shares. Assume 10,000 Absolute TSR Target Shares. If the Company’s Average TSR over the TSR Performance Period were 12%, then the portion of the Absolute TSR Target Shares that would become vested would be equal to 1.5 times (or twelve-eighths (12/8) of) the Absolute TSR Target Shares, or 15,000 Absolute TSR Shares. Assume 10,000 Absolute TSR Target Shares. If the Company’s Average TSR over the TSR Performance Period were 16%, then the portion of the Absolute TSR Target Shares that would become vested would be equal to two times (or sixteen-eighths (16/8) of) the Absolute TSR Target Shares, or 20,000 Absolute TSR Shares (maximum vesting).

Absolute TSR Shares. For purposes of the Absolute TSR Shares, the “Average TSR” for the Performance Period is the TSR, divided by 3, and the “Target TSR” is an 8% per annum simple cumulative return over the TSR Performance Period. The portion of the Absolute TSR Target Shares that will be eligible to vest on the Vesting Date shall be determined by comparing the Average TSR of the Company to the Target TSR and may range from zero up to a maximum vesting of 200% of the Absolute TSR Target Shares. The number of Absolute TSR Shares that will be eligible to vest on the Vesting Date shall equal the product of (i) the Absolute TSR Target Shares and (ii) the sum of (A) one (1) plus (B) a fraction (which fraction can be a negative number), the numerator of which is the Company’s Average TSR less Target TSR and the denominator of which is eight (8). For purposes of the preceding sentence, in the event that the Company’s Average TSR is (x) less than zero, then the Company’s Average TSR shall be deemed to be zero, and (y) greater 16%, then the Company’s Average TSR shall be deemed to be 16%. Any Absolute TSR Shares that do not vest on the Vesting Date shall be forfeited. Within 30 days following the Vesting Date, vested Vested Absolute TSR Shares and related Dividend Payments, if any, will be settled as described in the Agreement. Set forth below are examples, which are intended to be used purely for illustrative purposes: Assume 10,000 Absolute TSR Target Shares. If the Company’s Average TSR over the TSR Performance Period were was 2%, then the portion of the Absolute TSR Target Shares that would become vested be eligible to vest would be equal to two-eighths (2/8) of the Absolute TSR Target Shares, or 2,500 Absolute TSR Shares. Assume 10,000 Absolute TSR Target Shares. If the Company’s Average TSR over the TSR Performance Period were was 12%, then the portion of the Absolute TSR Target Shares that would become vested be eligible to vest would be equal to 1.5 times (or twelve-eighths (12/8) of) the Absolute TSR Target Shares, or 15,000 Absolute TSR Shares. Assume 10,000 Absolute TSR Target Shares. If the Company’s Average TSR over the TSR Performance Period were 16%, then the portion of the Absolute TSR Target Shares that would become vested be eligible to vest would be equal to two times (or sixteen-eighths (16/8) of) the Absolute TSR Target Shares, or 20,000 Absolute TSR Shares (maximum vesting).