Annual RSUs Sample Clauses

Annual RSUs. No later than March 15 of each calendar year during the Contract Period, provided that Executive is continuously employed by SITE Centers through the applicable date of grant, Executive shall be eligible to receive a grant of service-based RSUs (or substantially similar award) covering a number of Shares equal to the quotient of (A) not less than $250,000 divided by (B) the average closing price of a Share for the ten trading days immediately preceding (but not including) the date of grant on the principal stock exchange on which it then trades (the “Annual RSUs”). Each grant of Annual RSUs will, in general, vest subject to Executive’s continued employment with the Company in three substantially equal installments on each of the first three anniversaries of the applicable date of grant, and dividend equivalents credited with respect to such Annual RSUs will be paid in cash on a current basis.
Sample 1See All (5)
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Annual RSUs. At the Effective Time, except as otherwise agreed by Parent and the holder of Annual RSUs with respect to such holder’s Annual RSUs, each award of Annual RSUs that is outstanding immediately prior thereto shall become contingently vested with respect to the number of RSUs (the “Contingently Vested RSUs”) that would have vested in the ordinary course (without regard to any time-based vesting requirement) based on the Company’s performance for the applicable performance period through the Effective Time (as determined in the sole discretion of the Compensation Committee of the Company Board prior to the Effective Time after making equitable adjustments to exclude the effect of extraordinary or one-time expenses incurred in connection with the transactions contemplated by this Agreement) extrapolated to the end of the applicable performance period. Subject to any provision of any agreement between the Company and a holder of an award of Annual RSUs that would accelerate the vesting of Annual RSUs, a holder of an award of Annual RSUs shall become fully vested in the Contingently Vested RSUs (“Fully Vested RSUs”) if the holder is employed by the Company or any Company Subsidiary on February 1, 2008 and the Company shall promptly, but in any event by February 28, 2008, distribute to such holder a lump sum cash payment in U.S. dollars equal to the product of (i) the total number of Fully Vested RSUs subject to such award and (ii) the Merger Consideration. Section 3.5.4
Sample 1
Annual RSUs. Subject to the approval of the Board and in accordance with the rules of the Equity Plan, the Employee will be eligible to receive RSUs with respect to a number of shares of common stock of the Parent with a Fair Market Value at the time of grant equal to $600,000 per year (the “LTIP RSUs”) issued pursuant to the Equity Plan, with respect to 2024, 2025 and 2026, in each case, subject to the Employee’s continued employment pursuant to this Agreement on the date of grant. For 2027 and subsequent years, any grant of LTIP RSUs will be determined by the Board acting in its sole discretion having regard to market practices and internal compensation and benefits levels, as well as any other factor the Board deems appropriate. In case the Start Date is after the Parent’s annual equity award grant date pursuant to the standard grant schedule for the LTIP RSUs for 2024, then these LTIP RSUs for 2024 will be granted as soon as reasonably practicable following the Start Date. Any LTIP RSUs granted in 2025 and 2026 will be granted in accordance with the standard grant schedule for the LTIP. The LTIP RSUs shall vest in three (3) equal tranches over a period of three (3) years from the grant date, subject to the Employee’s continued active employment with the Company on the applicable vesting date, and be net settled in shares within thirty (30) days thereafter. If, during the twelve (12) months immediately following the occurrence of a Change in Control event, the Employee experiences a termination of employment under circumstances which would entitle him to severance under Section 6(b) of this Agreement, all then-unvested LTIP RSUs will vest and be cashed out, as determined by the Parent in its sole discretion.
Sample 1
Annual RSUs. With respect to each calendar year during the term of this Agreement (including 2016) and subject in each case to his continued employment through the date of grant, at or about the time that the Company makes annual grants generally to its senior officers, the Company shall award Executive that number of Restricted Stock Units (the “Annual RSUs”) equal to the greatest whole number determined by dividing (i) $2,600,000 by (ii) the fair market value of a share of the Applicable Common Stock as of the grant date, as determined (x) by an independent firm experienced in the valuation of privately held companies selected by the Board or a duly authorized committee thereof if, at the relevant time, such Applicable Common Stock is not traded on an established securities market or (y) the closing price of a share of the Applicable Common Stock on the principal national exchange or trading system on which such stock is regularly traded (with the value determined under clause (x) or (y), as applicable, the “Fair Market Value”). To the extent that the Fair Market Value of the Applicable Common Stock is established for any purpose under this Agreement using the services of an independent valuation firm, the Company shall promptly disclose in writing to Executive the methodology, including any consideration of marketability and minority shareholder discounts, utilized for such valuation, and all appraisers and all determinations of such Fair Market Value shall utilize a substantially consistent methodology and considerations, including marketability and minority shareholder discounts, subject to such adjustments as shall be deemed necessary or appropriate in light of changes in the comparable companies utilized to establish such value, in whole or in part, or other material changes in the Company’s business or the marketplace generally. Each Restricted Stock Unit granted in accordance with the terms of this Agreement shall represent the right to receive, upon and subject to vesting in the rights associated therewith, one share of the Applicable Common Stock. Each Annual RSU shall have such terms and conditions established in accordance with the terms of such plan that the Board (or the appropriate committee thereof) determines to be appropriate; provided that, such Annual RSUs shall remain subject to forfeiture until, and shall only become vested upon, (v) Executive’s completion of four and one-half years of continuous service following the date of grant, (w) Executive...
Sample 1
Annual RSUs. So long as you remain a service provider of the Company, no later than sixty (60) days following the beginning of each of the Company’s fiscal years through fiscal year 2030, the Company will grant to you an annual award of restricted stock units with a value of $3,000,000 or such greater amount as the Committee approves (the “Annual RSUs”); provided that during fiscal years 2022 and 2023 the value of each of the Annual RSUs shall be $1,500,000. Subject to Section 7 of this Agreement, the Annual RSUs shall vest as to 25% of the RSUs on the anniversary of the first date of the fiscal year and 6.25% in quarterly installments thereafter. The number of restricted stock units subject to the Annual RSUs shall be calculated by dividing value of the restricted stock units by the 30-day trailing average closing price of a Share.
Sample 1
Annual RSUs. With respect to each calendar year during the term of this Agreement and subject in each case to his continued employment through the date of grant, at or about the time that the Company makes annual grants generally to its senior officers, the Company shall award Executive that number of restricted stock units (the “Annual RSUs”) equal to the greatest whole number determined by dividing (i) the product of (w) Executive’s Base Salary as in effect at the time of any Annual RSU grant and (x) a multiple of 32/3 by (ii) the closing price of a share of the common stock of the Company (the “Common Stock”) as of the grant date on the principal national exchange or trading system on which such stock is regularly traded (the “Fair Market Value”). Each restricted stock unit granted in accordance with the terms of this Agreement shall represent the right to receive, upon and subject to vesting in the rights associated therewith, one share of the Common Stock. Each Annual RSU shall have such terms and conditions substantially consistent with the terms of the award granted to other senior officers under the Keurig Green Mountain, Inc. Long-Term Incentive Plan (the “LTIP”); provided that, except as provided in the next succeeding sentence, such Annual RSUs shall remain subject to forfeiture until, and shall only become vested upon the earlier to occur of (x) Executive’s completion of five years of continuous service following the date of grant, (y) Executive’s termination of employment due to his death or Disability (as defined in Section 8(d)(iv) below), and (z) solely in the case of the Annual RSUs granted to Executive on September 15, 2016, if Executive’s employment is terminated by the Company without Cause or by the Executive for Good Reason (as such term is defined below) (i) prior to May 2, 2019, on a pro rated basis based on service completed from the Commencement Date through the date of termination, or (ii) on or after May 2, 2019, to the full extent of such applicable Annual RSU grant. In addition, Annual RSUs shall provide for pro-rated vesting (i) upon retirement at or after attaining age 60 or (ii) Exhibit 10.5 upon any termination of employment (x) by Executive or (y) by the Company without Cause, in either case occurring at any time after May 2, 2021.
Sample 1

Related to Annual RSUs

  • Dividend Equivalents Subject to this Paragraph 6, with respect to dividends for which a record date occurs during the Restriction Period, Participant shall be credited with a Dividend Equivalent with respect to each outstanding Restricted Stock Unit, and with respect to any related Dividend Equivalent Unit (defined below) resulting from prior reinvestments of Dividend Equivalents as provided in this Paragraph. All Dividend Equivalents so credited will be deemed to be reinvested in Restricted Stock Units on the date that the applicable dividend or distribution is made to the Company’s shareholders, based on the Target Award Units and any Dividend Equivalent Units resulting from prior reinvestments of Dividend Equivalents, in the number of Units determined by dividing the aggregate value of the Dividend Equivalents by the Fair Market Value of the Stock on such date (rounded to the nearest thousandth of a whole Unit or as otherwise reasonably determined by the Company); provided, however, that if Dividend Equivalents cannot be reinvested in Units due to the operation of Section 3(a) of the Plan, such Dividend Equivalents will be credited to Participant as a cash value based on the Target Award Units and any Dividend Equivalent Units resulting from prior reinvestments of Dividend Equivalents, which cash value shall be held by the Company (without interest) subject to this Agreement. Any Units resulting from the deemed reinvestment of dividends in accordance with this Paragraph 6 are referred to herein as “Dividend Equivalent Units.” Dividend Equivalents shall be subject to the same terms and conditions, and shall vest or be forfeited (as applicable) at the same time, upon the same conditions, and in the same proportion, as the Target Award Units set forth in this Award; provided, however, that if the Award vests after the record date for, but before the payment date of, a dividend, then the Dividend Equivalents related to such dividend and to Units vesting on the vesting date will be paid in cash or in Stock, in the sole discretion of the Company, as soon as practicable following the payment date for such dividend.

  • Equity Awards “Equity Awards” will mean Executive’s outstanding stock options, stock appreciation rights, restricted stock units, performance shares, performance stock units and any other Company equity compensation awards.

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