Additional Incentive Awards Clause Samples
The Additional Incentive Awards clause establishes the conditions under which extra financial rewards or bonuses may be granted to certain parties, typically in recognition of exceptional performance or contributions beyond standard expectations. This clause outlines the criteria for eligibility, the process for determining the amount or nature of the incentive, and the approval procedures required. Its core practical function is to motivate and reward outstanding efforts, thereby encouraging higher performance and aligning individual or group achievements with organizational goals.
Additional Incentive Awards. 1. On the Distribution Date, Chicago Title will grant to you an award of 30,000 restricted shares of Chicago Title Common Stock pursuant to Chicago Title's 1998 Long-Term Incentive Plan, which will vest as to 50% on the second anniversary of the Distribution Date and 50% on the third anniversary of the Distribution Date. The terms of such award will be governed by a restricted stock agreement to be entered into by you and Chicago Title (the "Restricted Stock Agreement") under the 1998 Long-Term Incentive Plan. In connection with such restricted stock award, on the Distribution Date you will make an election under Section 83(b) of the Internal Revenue Code, and Chicago Title will make a tax gross-up payment to you in cash, or on your behalf through withholding payments, to cover your Federal, state and local income taxes 2 (including the Medicaid portion of F.I.C.A.) on the restricted stock award and the gross-up payment.
2. On the day after the Distribution Date, the Compensation Committee of the Chicago Title Board will be asked to consider a recommendation that you be awarded non-qualified stock options to purchase 30,000 shares of Chicago Title Common Stock pursuant to Chicago Title's 1998 Long-Term Incentive Plan, the terms of which stock options will be governed by a stock option agreement to be entered into by you and Chicago Title (the "Stock Option Agreement") under the 1998 Long-Term Incentive Plan. It is expressly understood that any such grant, and the terms thereof, shall be at the sole discretion of the Compensation Committee.
3. Effective on the Distribution Date, you will only have such rights in respect of the First Cycle Units and the Second Cycle Units as are set forth in this 1995 Plan Award Agreement. You expressly represent and warrant that you have elected to enter into this 1995 Plan Award Agreement in consideration of the grant of restricted stock provided for in Paragraph A.1. above and other valuable consideration provided hereunder and that you were advised that you had the right (i) to forego said restricted stock and other consideration and (ii) to continue your First Cycle Units and Second Cycle Units in accordance with their terms. Accordingly, you agree that your entering into this 1995 Plan Award Agreement shall not be deemed to constitute a termination of the 1995 Plan.
Additional Incentive Awards. Additional incentive awards, restricted stock and stock options may be granted to you at the discretion of the Board.
Additional Incentive Awards. In addition to the Commencement Base Salary or Consulting Base Salary, as applicable, if the Executive remains employed by the Company through February 9, 2002, the Executive shall be paid an amount (the "Additional Incentive Bonus") equal to the sum of (i) the Executive's Commencement Base Salary as in effect on February 9, 2000 and (ii) the Executive's target annual bonus for fiscal year 2000 under the Bonus Plan calculated on a full year basis based upon the target bonus percentage in effect on February 9, 2000. The Additional Incentive Bonus, if payable, shall be paid as soon as administratively practicable but in no case later than March 31, 2002. In addition, the Executive is simultaneously herewith being granted restricted stock (the "Additional Incentive Shares"), pursuant to the Restricted Shares Agreement attached to this Agreement as Exhibit A (the "Restricted Shares Agreement").
Additional Incentive Awards. If and when the Sotio Milestone occurs, the Company shall grant shares of Common Stock to the Executive under the Existing Plan in an amount equal to 1.0% of the issued and outstanding shares of Common Stock as of the Milestone Date on a fully diluted basis (such shares of Common Stock, the “Amendment Shares”). The Amendment Shares will be “restricted shares” and will be subject to vesting as follows and in accordance with the terms of a Restricted Award Agreement and a Stock Restriction Agreement, each to be executed as of the Milestone Date:
(a) 25% of the Amendment Shares shall vest on the one year anniversary of the Milestone Date (the “Anniversary Date”); and
(b) the remaining unvested Amendment Shares shall vest in equal installments on a monthly basis during the thirty-six (36) months following the Anniversary Date. In addition, and regardless of whether the Sotio Milestone occurs, in the event the Company is sold on or prior to March 1, 2020 for cash in a transaction valued at or above $150,000,000 (a “Sale Transaction”), immediately prior to the consummation of such Sale Transaction, the Executive shall be granted shares of Common Stock under the Existing Plan representing 2.0% of the issued and outstanding shares of Common Stock on the day immediately prior to the closing of the Sale Transaction on a fully diluted basis (the “Transaction Shares”). The Transaction Shares shall be fully vested as of the date of grant. For purposes of this Amendment, a Sale Transaction shall include a sale of all of the capital securities of the company or a sale of substantially all of the Company’s assets in a single transaction or series of related transactions, or a merger of the Company with another entity regardless of whether the Company is the surviving entity in such transaction.
Additional Incentive Awards. (a) If and when the Qualified Financing Closing occurs (the “Qualified Financing Date”), the Company shall grant shares of Common Stock to the Executive under the Existing Plan in an amount such that the aggregate number of shares of Common Stock owned by the Executive as of the Qualified Financing Date equals 5.0% of the issued and outstanding shares of Common Stock as of the Qualified Financing Date on a fully diluted basis (such shares of Common Stock, the “Amendment Shares”). The Amendment Shares will be “restricted shares” and will be subject to vesting as follows and in accordance with the terms of a Restricted Award Agreement and a Stock Restriction Agreement, each to be executed as of the Qualified Financing Date:
(i) One-third of the Amendment Shares shall vest on the first date of treatment of the first patient in an 1801 study;
(ii) One-third of the Amendment Shares shall vest upon the Company’s receipt of regulatory approval to conduct a clinical trial of 9-ING-41 outside the United States; and
(iii) One-third shall vest on the first date of treatment of the third adult or pediatric patient with 9-ING-41 in combination with another chemotherapy agent.
(b) If and when the Qualified Financing Closing occurs, and immediately following issuance of the Amendment Shares (the “Additional Share Grant Time”), the Company shall grant to the Executive additional shares of Common Stock under the Existing Plan equal to 1.0% of the issued and outstanding shares of Common Stock as of the Additional Share Grant Time on a fully diluted basis (which fully diluted basis calculation shall take into consideration the Amendment Shares previously issued to the Executive) (such shares of Common Stock, the “Additional Shares”). The Additional Shares will be “restricted shares” and will be subject to vesting as follows and in accordance with the terms of a Restricted Award Agreement and a Stock Restriction Agreement, each to be executed as of the Additional Share Grant Time:
(i) 25% of the Additional Shares shall vest on the one year anniversary of the Qualified Financing Date (the “Anniversary Date”); and
(ii) the remaining unvested Additional Shares shall vest in equal installments on a monthly basis during the thirty-six (36) months following the Anniversary Date.
(c) In addition, and regardless of whether the Qualified Financing Closing occurs, in the event the Company is sold on or prior to March 1, 2022 for cash in a transaction valued at or above $300,000,000 (a ...
Additional Incentive Awards. Commencing January 1, 2005 the Board, in its sole discretion, may establish one or more long-term incentive programs for Executive consisting of (but not limited to):
(i) Equity awards such as shares of Company stock or stock options to purchase shares of Company stock; and
(ii) Awards payable in cash or shares of Company stock that are based on Company financial performance over a period of at least 2 years. The terms of any award granted to Executive under this Paragraph 5(c) shall be in accordance with the provisions specified in a separate written agreement evidencing such award and executed by Executive and the Company.
Additional Incentive Awards. If the Executive remains employed by the Company through February 9, 2002, the Executive shall be paid an amount (the "Additional Incentive Bonus") equal to the sum of (i) the Executive's Base Salary as in effect on February 9, 2000 and (ii) the Executive's target annual bonus for fiscal year 2000 under the MIP calculated on a full year basis based upon the target bonus percentage in effect on February 9, 2000. The Additional Incentive Bonus, if payable, shall be paid as soon as administratively practicable but in no case later than March 31, 2002. In addition, the Executive is simultaneously herewith being granted restricted stock (the "Additional Incentive Shares"), pursuant to the Restricted Shares Agreement attached to this Agreement as Exhibit A (the "Restricted Shares Agreement").