Annual Equity Awards Clause Samples
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Annual Equity Awards. During the Term, the Executive Chairman shall receive, at the time that annual equity awards are granted to senior executives of the Company, annual equity or equity-based compensation awards with an aggregate annual value (based on the full grant date value as determined for purposes of the Company’s financial reporting) equal to $6,650,000 (the “Annual Equity Awards”), which shall be comprised (based on value) of 50% stock options and 50% restricted stock, restricted stock units or other full-share types of awards and which shall be granted under, and subject to the terms and conditions of, the Company Stock Plan. For the avoidance of doubt, the Executive Chairman shall receive three Annual Equity Awards (one Annual Equity Award during each year of employment) and shall not be eligible to receive more than three Annual Equity Awards. The Annual Equity Awards shall be subject to the terms and conditions set forth in the Company’s customary award agreements, including with respect to vesting and exercisability of stock options (if any) after termination of employment; provided that (i) no vesting or similar requirement shall require the provision of services by the Executive Chairman after the third anniversary of the Effective Date, (ii) in the event the Company terminates the Executive Chairman’s employment other than for Cause (as defined below), the Executive Chairman’s employment is terminated by the Executive Chairman for Good Reason (as defined below) or the Executive Chairman’s employment is terminated due to his death or Disability (as defined below), in each case, pursuant to Section 5, the Annual Equity Awards shall become immediately and fully vested, (iii) stock options or stock appreciation rights (if any) that become vested will remain exercisable until their respective expiration dates (without regard to such termination), (iv) none of such Annual Equity Awards shall constitute “deferred compensation” within the meaning of Section 409A of the Code and (v) except as provided herein, the other terms and conditions of the Annual Equity Awards shall be substantially similar to the other terms and conditions of equity-based compensation awards granted to the Company CEO during the applicable year.
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.
Annual Equity Awards. The Executive shall be eligible to receive annual equity awards. The Compensation Committee of the Board shall determine the amount of the actual equity award, if any, based on overall corporate performance and individual performance.
Annual Equity Awards. Executive shall be eligible to be granted equity awards under the Company's annual equity incentive award program in effect for other senior executives of the Company. The terms and conditions of such equity awards (including, without limitation, the form of award(s), the number of shares covered by such awards, the vesting schedule, performance conditions, restrictive provisions, etc.) shall be determined by the Compensation Committee of the Board in its sole discretion.
Annual Equity Awards. For each Fiscal Year during the Employment Period, the Executive shall be eligible for an annual grant of equity compensation awards having a target aggregate value of not less than $2,100,000 (the “Annual Equity Awards”); provided that the Executive is actively employed on the grant date for such annual grant. Half the value of each Annual Equity Award shall be granted in the form of stock options and half the value of each Annual Equity Award shall be granted in the form of performance stock units (the value of each such award to be determined as of the grant date of the award in accordance with the Company’s normal valuation method for equity compensation grants), and each Annual Equity Award shall otherwise be made on terms and conditions no less favorable than those provided to similarly situated executives of the Company. Notwithstanding the foregoing, the Annual Equity Award for the 2010 Fiscal Year (the “Initial Equity Award”) shall vest on the second anniversary of the grant date; the performance stock units subject to the Initial Equity Award shall be settled as soon as practicable thereafter based on and subject to achievement of the performance targets, as determined by the Board; and the stock options subject to the Initial Equity Award shall be exercisable from the second anniversary of the grant date for the remainder of the full ten (10)-year term, subject to the terms of the PepsiCo, Inc. 2007 Long-Term Incentive Plan or any successor plan. In the event that the Executive’s employment is terminated by the Company without Cause prior to the second anniversary of the Effective Date or the Executive voluntarily resigns his employment on or after the first anniversary of the Effective Date but before the second anniversary of the Effective Date, a pro rata portion of the Initial Equity Award will vest in proportion to the Executive’s active service from the Effective Date to the Termination Date over the period from the Effective Date to the second anniversary thereof, and the remaining portion of the Initial Equity Award shall be forfeited; provided, however, the vested performance stock units subject to the Initial Equity Award shall be settled as soon as practicable following the second anniversary of the grant date, net of applicable tax withholding, based on and subject to achievement of the applicable performance targets, as determined by the Board, and the vested stock options subject to the Initial Equity Award shall first be exercisab...
Annual Equity Awards. For each fiscal year during the Employment Term, the Executive will be eligible for an annual equity award (“Annual Equity Award”) determined under the equity grant policies established by the Compensation Committee, taking into consideration current market practice, affordability, and performance, as well as other factors determined by the Compensation Committee to be relevant, which Annual Equity Award shall be subject to the underlying terms and conditions of the Company’s then current equity incentive plan (“Equity Incentive Plan”). Annual Equity Awards may be in the form of stock options, restricted stock, restricted stock units, performance shares, performance units, or any other equity award that is permitted pursuant to the Equity Incentive Plan.
Annual Equity Awards. During the Term, Executive shall be eligible for one or more annual stock-based awards under the Company’s long-term incentive plan (the “Annual Equity Awards”), as determined by the Board (or a committee of directors to whom such responsibility has been delegated by the Board) in its sole discretion. Nothing herein requires the Board (or any committee thereof) to make grants of stock-based awards in any year. Without limiting the foregoing, the target grant date fair value of Executive’s first Annual Equity Award to be granted no later than March 15, 2025, shall be $2 million and such Annual Equity Award shall be subject to time-based vesting in four substantially equal annual installments measured from the grant date, subject to Executive’s continued employment through the applicable vesting date. Each Annual Equity Award shall be subject to the terms and conditions, including specific vesting conditions, set forth in the award agreement, as determined by the Board (or a committee of directors to whom such responsibility has been delegated by the Board) in its sole discretion, and the Company’s long-term incentive plan.
Annual Equity Awards. For each calendar year during the Employment Period beginning with calendar year 2024, the Executive shall be eligible to receive an equity-based compensation award, as determined by the Board (or a subcommittee thereof), from time to time, with a target value of $500,000. The Board or such subcommittee shall determine in its sole discretion the grant timing, amount, form(s) and mix, and such other terms and conditions (including vesting, exercise and settlement) applicable to any such annual equity-based compensation award, taking into account the Executive’s and the Company’s performance. Any such award shall be evidenced by a separate award agreement in a form prescribed by the Company, to be entered into by PubCo and the Executive.
Annual Equity Awards. Beginning in 2023, the Executive shall be eligible, on an annual basis and subject to approval by the Board or the Compensation Committee, for an additional equity-based award or awards in recognition of the prior year’s performance with a target value of $1,000,000 (each, an “Annual Grant”). The actual value of any Annual Grants (if any) shall be determined based on Company and Executive performance, as approved by the Board or the Compensation Committee, with the terms and conditions of any such Annual Grants also determined by the Board or the Compensation Committee.
Annual Equity Awards. In addition to Section 4(c), for each fiscal year of the Company during the Term, Executive shall be entitled to participate in all long-term incentive plans (including any equity incentive plan) sponsored by the Company either now or in the future, on terms and conditions similar to those applicable to other executive officers of the Company generally. The amount and terms of the long-term incentive awards awarded to the Executive shall be set by the Remuneration Committee in its discretion after consultation with a compensation consultant, if any, retained by the Remuneration Committee.