Annual Restricted Stock Unit Award Sample Clauses

Annual Restricted Stock Unit Award. By no later than February 15th of each calendar year during the Term (or, in the case of calendar year 2019, by no later than thirty (30) days after the closing of the Merger), and provided that Executive remains an employee of the Company or its Affiliates as of the date of grant of an RSU Award, the Company shall also grant to Executive an award of restricted stock units with respect to shares of the Company’s common stock, covering a number of shares having a fair market value equal to 50% of the Yearly LTIP Value (for example, $168,750.00 USD for calendar year 2019) (each annual grant referred to as an “RSU Award”). With respect to the RSU Award in 2019 (the “0000 XXX Award”), subject to the accelerated vesting provisions set forth herein, prior to a Termination of Service (as defined in the Plan ), 50% of the 0000 XXX Award will be subject to vesting based upon the audited achievement of mutually agreed upon Company revenue targets for financial years 2019-2021, and 50% of the 0000 XXX Award will be subject to vesting tied to the achievement of mutually agreed upon total shareholder return (TSR) goals for financial years 2019-2021 as compared against the Company’s peer group, including Spotify and Tencent Music, if applicable. The aforementioned goals will be established as of the date the 0000 XXX Award is granted. For each subsequent financial year after 2019 during the Term of this Agreement, the Company will approve an additional grant of RSUs, in each case covering shares of Company common stock having a fair market value equal to 50% of the Yearly LTIP Value on the date of grant, and subject to vesting based on the attainment of reasonable performance targets (revenue and TSR) over the course of 3 year periods (e.g., the 0000 XXX Award would vest at the end of 2022 based on performance goals for that three-year period), as such goals are established in good faith by the Company’s Remuneration Committee. The performance goals for all RSUs are subject to equitable adjustment for acquisitions and any other corporate transactions that materially affect the performance targets.
Sample 1
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Annual Restricted Stock Unit Award. 1. 2.%3 For the 2017 Fiscal Year (July 1, 2016 through June 30, 2017) only, Officer shall be eligible for the Annual Restricted Stock Award calculated and awarded in accordance with the First Amended and Restated Employment Agreement dated May 26, 2011 (prior to giving effect to any amendment and restatement set out in this Agreement). 2. 2.%3 For the 2018 Fiscal Year (July 1, 2017 through June 30, 2018) and for each subsequent year of the Employment Term, Officer shall receive an “Annual Restricted Stock Unit Award” equal to the number of Restricted Stock Units (“RSUs”) (as defined by Section 8.1 of this Agreement) equal to: (i) the RSU Value MINUS any Equity Accumulated Amount (as defined below) prior to giving effect to Section 4.3.4 and treating any Equity Accumulated Amount as a positive number for this Section 4.3.2, DIVIDED BY (ii) the Beginning Stock Price (as defined below). If the Annual Restricted Stock Unit Award as calculated in this Section 4.3.2 is less than zero (0), then no grant of RSUs will be earned or made. The Annual Restricted Stock Unit Award shall be shall be subject to vesting as described below. The Annual Restricted Stock Unit Award shall be granted reasonably promptly after payment of the Annual Cash Incentive Award, as set out above in Section 4.2.7.
Sample 1
Annual Restricted Stock Unit Award. Contingent on shareholder approval of an increase in the share reserve to the Employer’s stock incentive plan sufficient to satisfy such award, pursuant to Employer’s current stock incentive plan, which plan shall be intended to be compliant with Section 162(m) of the Internal Revenue Code of 1986, as amended (the “Code”), Officer shall receive an “Annual Restricted Stock Unit Award” for each fiscal year of the Employment Term, beginning with the 2008 fiscal year. During the Employment Term, the Annual Restricted Stock Unit Award shall equal the number of Restricted Stock Units that results from the product of (a) the “Base Annual Restricted Stock Unit Award” of 80,000 units and (b) the XXX multiplier. The XXX multiplier shall be calculated in accordance with the table and instructions in Appendix B. The Annual Restricted Stock Unit Award shall vest ratably on each of the three subsequent fiscal year end anniversaries of the grant date of such award. At the sole discretion of the Compensation Committee, the Base Annual Restricted Stock Unit Award may be increased or decreased from time to time; provided that the Base Annual Restricted Stock Unit Award shall not be decreased below 80,000 shares. Notwithstanding the foregoing, the Annual Restricted Stock Unit Award shall not exceed the excess of 500,000 shares (the “Restricted Stock Award Cap”) over the Aggregate Restricted Stock Award calculated for the applicable fiscal year.
Sample 1
Annual Restricted Stock Unit Award. For the 2011 Fiscal Year only, Officer shall be entitled to the Annual Restricted Stock Award calculated and awarded in accordance with that certain Initial Employment Agreement dated October, 22, 2007. For the 2012 Fiscal Year End and for each subsequent year of the Employment Term, Officer shall receive an “Annual Restricted Stock Unit Award.” The Annual Restricted Stock Unit Award shall equal the number of Restricted Stock Units that results from multiplying (i) the “Base Annual Restricted Stock Unit Award’ of 40,000 restricted stock units, times (b) the factor determined in accordance with the table, formula and definitions set forth in Appendix 4.4 (the “RSU Factor”). The Annual Restricted Stock Unit Award shall be granted within 30 days following the filing of the Employer’s Form 10-K for the Bonus Fiscal Year. The Base Annual Restricted Stock Unit Award shall vest ratably on each of the four Fiscal Year-ends following the grant date of such award. At the sole discretion of the Compensation Committee, the Base Annual Restricted Stock Unit Award may be increased or decreased from time to time; provided that (1) the Base Annual Restricted Stock Unit Award shall not be decreased below 40,000 shares, and (2) any increase shall be determined by the compensation committee of the Employer’s Board of Directors, subject to any required shareholder approval to the extent required for treatment as performance-based compensation under Code section 162(m), not later than 90 days after the beginning of the Bonus Fiscal Year. Notwithstanding the foregoing or any other provision in this Agreement, Officer shall not be entitled to an Annual Restricted Stock Unit Award with respect to a Bonus Fiscal Year if (a) the Employer does not report positive net income in its annual report on Form 10-K for such Bonus Fiscal Year, or (b) any bank regulatory authority exercises a cease and desist order on the Employer during such Bonus Fiscal Year, which order is not cured by Employer within 30 days following the filing of the Employer’s Form 10-K for the Bonus Fiscal Year. Notwithstanding the foregoing, the Annual Restricted Stock Unit Award shall not exceed the excess of 2.5% of the fully diluted common shares outstanding as measured immediately prior to the date of the Annual Restricted Stock Unit Award over the Aggregate Annual Restricted Stock Award calculated for the applicable Fiscal Year.
Sample 1

Related to Annual Restricted Stock Unit Award

  • Restricted Stock Unit Award The Grantee is hereby granted NUMBER OF SHARES restricted stock units (the "Restricted Stock Units"). Each Restricted Stock Unit represents the right to receive one share of the Company's Common Stock, $.001 par value (the "Stock"), subject to the terms and conditions of this Agreement and the Plan.

  • Grant of Restricted Stock Unit Award The Company hereby grants to the Participant, as of the Grant Date specified above, the number of RSUs specified above. Except as otherwise provided by the Plan, the Participant agrees and understands that nothing contained in this Agreement provides, or is intended to provide, the Participant with any protection against potential future dilution of the Participant’s interest in the Company for any reason, and no adjustments shall be made for dividends in cash or other property, distributions or other rights in respect of the shares of Common Stock underlying the RSUs, except as otherwise specifically provided for in the Plan or this Agreement.

  • Award of Restricted Stock Units The Company, effective as of the date of this Agreement, hereby grants to Participant an award of Restricted Stock Units, each Restricted Stock Unit representing the right to receive one share of Common Stock on such date as set forth herein, plus an additional amount pursuant to Section 2(b) hereof, subject to the terms and conditions set forth in this Agreement.

  • Restricted Stock Units Subject to the terms and conditions provided in this Agreement and the Plan, the Company hereby grants to the Grantee restricted stock units (the “Restricted Stock Units”) as of the Grant Date. Each Restricted Stock Unit represents the right to receive a Share of Common Stock if the Restricted Stock Unit becomes vested and non-forfeitable in accordance with Section 2 or Section 3 of this Agreement. The Grantee shall have no rights as a stockholder of the Company, no dividend rights and no voting rights with respect to the Restricted Stock Units or the Shares underlying the Restricted Stock Units unless and until the Restricted Stock Units become vested and non-forfeitable and such Shares are delivered to the Grantee in accordance with Section 4 of this Agreement. The Grantee is required to pay no cash consideration for the grant of the Restricted Stock Units. The Grantee acknowledges and agrees that (i) the Restricted Stock Units and related rights are nontransferable as provided in Section 5 of this Agreement, (ii) the Restricted Stock Units are subject to forfeiture in the event the Grantee’s Continuous Status as an Employee or Consultant or Non-Employee Director terminates in certain circumstances, as specified in Section 6 of this Agreement, (iii) sales of Shares of Common Stock delivered in settlement of the Restricted Stock Units will be subject to the Company’s policies regulating trading by Employees and Consultants, including any applicable “blackout” or other designated periods in which sales of Shares are not permitted, (iv) Shares delivered in settlement will be subject to any recoupment or “clawback” policy of the Company, regardless of whether such recoupment or “clawback” policy is applied with prospective or retroactive effect, and (v) any entitlement to dividend equivalents will be in accordance with Section 7 of this Agreement. The extent to which the Grantee’s rights and interest in the Restricted Stock Units becomes vested and non-forfeitable shall be determined in accordance with the provisions of Sections 2 and 3 of this Agreement.

  • Restricted Stock Award Subject to the terms and conditions of the Plan and this Agreement, the Company hereby grants to the Participant Shares (the “Restricted Shares”), which shall vest and become nonforfeitable in accordance with Section 3 hereof.

  • Performance Share Award If your Award includes a Performance Share Award, and you voluntarily terminate your employment prior to the end of the Performance Period, you will forfeit your entire Performance Share Award. 

  • Settlement of Restricted Stock Units Subject to the terms of the Plan and this Agreement, Restricted Stock Units shall be settled in Shares, provided that Participant has satisfied any Tax-Related Items pursuant to Section 8 below. Shares will be issued to Participant within 70 days following the applicable Vesting Date unless subject to the terms of the Company’s deferred compensation plan; provided, however, that if the Participant is subject to taxation in the U.S. (a “U.S. Taxpayer”), the Restricted Stock Units vest pursuant to Section 1.6 below and the Restricted Stock Units are considered “non-qualified deferred compensation” subject to Section 409A of the Code (“Code Section 409A,” and such compensation, “Deferred Compensation”), the Shares will be issued in accordance with the following schedule: (i) if the termination event giving rise to the vesting acceleration occurs prior to the Change in Control and the Change in Control constitutes a “change in control event” (within the meaning of U.S. Treasury Regulation 1.409A-3(i)(5)(i)) (a “409A CIC”), the Shares will be issued on the date of the Change in Control, and if the Change in Control does not constitute a 409A CIC, the Shares will be issued on the date that is six months following the Participant’s “separation from service” (within the meaning of Code Section 409A) (a “Separation from Service”); (ii) if the termination event giving rise to the vesting acceleration occurs on or following the Change in Control and the Change in Control constitutes a 409A CIC, then the Shares will be issued within 30 days following the Participant’s Separation from Service, and if the Change in Control is not a 409A CIC, then the Shares will be issued on the date that is six months following the Participant’s Separation from Service. Notwithstanding the foregoing, for purposes of complying with Code Section 409A, if the Participant is a U.S. Taxpayer, the Restricted Stock Units are considered Deferred Compensation and the Restricted Stock Units are to be settled in connection with a termination contemplated under Section 1.6 below, the Company and the Participant shall take all steps necessary (including with regard to any post-termination services by the Participant) to ensure that a termination contemplated under Section 1.6 constitutes a Separation from Service. In addition, if the Restricted Stock Units are Deferred Compensation, the Restricted Stock Units are settled upon the Participant’s Separation from Service and the Participant is a “specified employee,” within the meaning of Code Section 409A, on the date the Participant experiences a Separation from Service, then the Shares will be issued on the first business day of the seventh month following the Participant’s Separation from Service, or, if earlier, on the date of the Participant’s death, to the extent such delayed payment is required in order to avoid a prohibited distribution under Code Section 409A.

  • Vesting of Restricted Stock Units The restrictions and conditions of Section 1 of this Agreement shall lapse on the Vesting Date or Dates specified in the following schedule so long as the Grantee remains in a Business Relationship (as defined in Section 3 below) on such Dates. If a series of Vesting Dates is specified, then the restrictions and conditions in Section 1 shall lapse only with respect to the number of Restricted Stock Units specified as vested on such date. Incremental Number of Restricted Stock Units Vested Vesting Date The Administrator may at any time accelerate the vesting schedule specified in this Section 2.

  • Grant of Restricted Stock Units The Corporation hereby awards to the Participant, as of the Award Date, Restricted Stock Units under the Plan. Each Restricted Stock Unit represents the right to receive one share of Common Stock on the date that unit vests in accordance with the express provisions of this Agreement. The number of shares of Common Stock subject to the awarded Restricted Stock Units, the applicable vesting schedule for those shares, the dates on which those vested shares shall become issuable to Participant and the remaining terms and conditions governing the award (the “Award”) shall be as set forth in this Agreement.

  • Grant of Restricted Stock Award The Restricted Stock Award will be in the form of issued and outstanding shares of Stock that will be either registered in the name of the Participant and held by the Company, together with a stock power executed by the Participant in favor of the Company, pending the vesting or forfeiture of the Restricted Stock, or registered in the name of, and delivered to, the Participant. Notwithstanding the foregoing, the Company may in its sole discretion, issue Restricted Stock in any other format (e.g., electronically) in order to facilitate the paperless transfer of such Awards. If certificated, the certificates evidencing the Restricted Stock Award will bear a legend restricting the transferability of the Restricted Stock. The Restricted Stock awarded to the Participant will not be sold, encumbered hypothecated or otherwise transferred except in accordance with the terms of the Plan and this Agreement.

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