Annual Equity Incentive Grant for the Senior Management Team. After each calendar year during the Employment Period, a determination of the amount of Equity Incentives (as defined in Section 3(d) below) to be granted among the Senior Management Team with respect to such calendar year will be made consistent with the process and guidelines described in, and subject to the terms of, Section 3(d) and Exhibit A hereof (the “Senior Management Team’s Annual Equity Incentive Amount”), which provides that Equity Incentives with a value equal to $14.7 million, subject to the guidelines in Exhibit A, will be eligible to be granted annually among the Senior Management Team; provided that no Other Employee will be entitled to participate in the Senior Management Team’s Annual Equity Incentive Amount; and provided further that process and guidelines as described in this Agreement do not apply to the determination of, or any vesting related to, any initial upfront equity grants to the Senior Management Team at the time of the Ladder IPO.
Annual Equity Incentive Grant for the Senior Management Team. After each calendar year during the Employment Period, a determination of the amount of Equity Incentives to be granted among the Senior Management Team with respect to such calendar year will be made consistent with the process and guidelines described in, and subject to the terms of, this Section 3 (the “Senior Management Team’s Annual Equity Incentive Amount”). With respect to any particular calendar year during the Employment Period and subject to Section 3(e), the Senior Management Team’s Annual Equity Incentive Amount for such calendar year will be of Class A common stock of LCC (unless some other form of Equity Incentive is agreed by Executive) with an aggregate value equal to not less than 1.0% of LCC’s Equity Market Capitalization for such calendar year (unless during such calendar year the Ladder Companies are required to consolidate the related securitization trusts (or entities) and account for any securitization transactions in such calendar year as financings rather than as sales due to the Ladder Companies’ retention of risk in the securitized loans, in which case, not less than the sum of (i) 1.0% of LCC’s Equity Market Capitalization and (ii) the Risk Retention Deferral Amount, in each case, for such calendar year) shall be allocated among the Senior Management Team. With respect to each such particular calendar year and subject to the minimum described in the immediately preceding sentence, the Board may, in its discretion, provide that Equity Incentives of up to 1.5% of LCC’s Equity Market Capitalization for such calendar year will be allocated to the Senior Management Team for such particular calendar year. No Other Employee will be entitled to participate in the Senior Management Team’s Annual Equity Incentive Amount. With respect to such Equity Incentives to be granted to the Senior Management Team, (i) all such Equity Incentives granted to Executive shall be fully vested as of the date of grant as required by Section 4(c), and (ii) except as otherwise may be approved by Executive, all such Equity Incentives granted to any other member of the Senior Management Team shall be subject to the following vesting schedule: three (3) year vesting in equal installments on an annual basis, with 50% of such Equity Incentive to have time-based vesting, and the remaining 50% of such Equity Incentives to have performance-based vesting with a hurdle of 8% per annum pre-tax return on LCC’s equity each year (with a catch up feature); provided that, no...
