Distribution of Restricted Stock Units. Each Participant shall elect a form of distribution with respect to any Restricted Stock Units credited to the Participant hereunder and with respect to any Restricted Stock Units that may be credited to the Participant in the future. The Participant may elect to receive such Stock Units in a single stock distribution or in 10 annual installments upon the Participant's Separation From Service. The Participant's election under this paragraph is irrevocable. Notwithstanding the foregoing, if a Participant has a Separation From Service in 2008, distribution will be made in the form elected by the Participant prior to 2008 with respect to any deferral under the Norfolk Southern Corporation Outside Directors Deferred Stock Unit Program. If the Participant elects to receive the Restricted Stock Units in a single stock distribution, upon the expiration of the Retention Period, a certificate representing whole shares of Common Stock shall be delivered to the Participant, and any remaining fraction of a single Restricted Stock Unit that was credited to the Participant's memorandum account shall be distributed in cash concurrent with the distribution. The Participant's failure to make a valid election will result in the Restricted Stock Units being distributed in a single stock distribution. If the Participant elects to receive the Restricted Stock Units in 10 annual installments upon the Participant's Separation From Service, following the expiration of the Retention Period, the first distribution under an election to receive installments will be made in January following the year of the Participant's Separation From Service, and subsequent installments will be distributed on the anniversary of the first installment. A certificate representing whole shares of Common Stock shall be delivered to the Participant upon distribution of each annual installment. The first such installment will be the number of whole Restricted Stock Unit Shares that equal one tenth of the total number of the Restricted Stock Units in the memorandum account at that time; the second installment, one ninth of the remaining total number; the third installment, one eighth; and so forth, until all remaining Restricted Stock Units are distributed as whole Restricted Stock Unit Shares upon distribution of the certificate in the tenth installment. Any remaining fraction of a single Restricted Stock Unit that was credited to the Participant's memorandum account upon the distribution of the tenth ins...
Distribution of Restricted Stock Units i. Restricted Stock Units that are not forfeited as provided above shall vest upon the expiration of each Restriction Period. Notwithstanding the foregoing, if the Participant dies while employed by the Corporation, or the Participant dies after Retirement, Disability, or Involuntary Termination, then the Restricted Stock Units shall all vest upon the Participant’s death, and all the Restricted Periods on the Restriction Stock Units shall lapse immediately.
ii. Upon each vesting and expiration of the Restriction Periods applicable to the Restricted Stock Units, whole shares of Common Stock of the Corporation equal to the Fair Market Value of the Restricted Stock Units on the date the applicable restrictions of the Restricted Stock Units have lapsed shall be distributed to the Participant or the Participant’s Beneficiary in the event of the Participant’s death, subject to tax withholding as provided in Section 6 of this Agreement.
iii. The Committee, in its sole discretion, may waive any or all restrictions with respect to Restricted Stock Units. Notwithstanding any waiver, any delivery of Restricted Stock Units to the Participant may not be made earlier than delivery would have been made absent such waiver of restrictions.
Distribution of Restricted Stock Units. The Restricted Stock Units credited hereunder shall be distributed in accordance with the irrevocable election previously made by the Participant. If the Participant dies at any time, then within thirty (30) days following the Participant's death, any Restricted Stock Units credited to the Participant's memorandum account will be distributed as whole Restricted Stock Unit Shares to the Participant's beneficiary and any fraction of a single Restricted Stock Unit that was credited to the Participant's memorandum account will be distributed to the Participant's beneficiary in cash. The beneficiary may not, directly or indirectly, designate the taxable year of the settlement.
Distribution of Restricted Stock Units. Restricted Stock Units will vest upon the expiration of the Restriction Period. Upon the vesting and expiration of the Restriction Period, a whole number of Restricted Stock Unit Shares equal to the number of Restricted Stock Units on the date the Restriction Period ended will be distributed to the Participant or the Participant’s beneficiary in the event of the Participant’s death.
Distribution of Restricted Stock Units. I have elected a form of distribution, below, with respect to any Restricted Stock Units that are credited to the memorandum account maintained on my behalf under the Plan.
Distribution of Restricted Stock Units i. Restricted Stock Units that are not forfeited as provided above shall vest upon the expiration of each Restriction Period. Notwithstanding the foregoing, if the Participant dies while employed by the Corporation, or the Participant dies after his Retirement or Disability, and before the entire Award has been distributed, then the Restricted Stock Units shall all vest upon the Participant’s death, and all the Restriction Periods on the Restricted Stock Units shall lapse immediately.
ii. Upon each vesting and expiration of the Restriction Periods applicable to the Restricted Stock Units, a whole number of shares of Common Stock of the Corporation equal to the number of Restricted Stock Units on the date Restriction Period ended shall be distributed to the Participant or the Participant’s Beneficiary in the event of the Participant’s death, subject to tax withholding as provided in Section 6 of this Agreement. At all times until the shares of Common Stock of the Corporation, if any, are actually issued in accordance with this Section, the Award remains an unfunded, unsecured promise to deliver shares in the future.
iii. The Committee, in its sole discretion, may waive any or all restrictions with respect to Restricted Stock Units. Notwithstanding any waiver, any delivery of Restricted Stock Units to the Participant may not be made earlier than delivery would have been made absent such waiver of restrictions.
Distribution of Restricted Stock Units. The Company will distribute the vested Restricted Stock Units to the Executive in shares of Common Stock as soon as practicable following the applicable vesting date. In the event of the Executive’s death, distribution of Common Stock due under this Agreement shall be made as soon as practicable following the Executive’s death to the appointed and qualified executor or other personal representative of the Executive to be distributed in accordance with the Executive’s will or applicable intestacy law; or in the event that there shall be no such representative duly appointed and qualified within six months after the date of the Executive’s death, then to such persons as, at the date of his death, would be entitled to share in the distribution of the Executive’s personal estate under the provisions of the applicable statute then in force governing the descent of intestate property, in the proportion specified in such statute. In the event of the Executive’s Disability, distribution of Common Stock due under this Agreement shall be made as soon as practicable following the Executive’s Disability to the Executive or the Executive’s other personal representative.
Distribution of Restricted Stock Units. The Company will distribute the vested Restricted Stock Units to the Executive in shares of Common Stock as soon as administratively practicable following the applicable vesting date, unless the “Six Month Delay Rule” under Code Section 409A applies, as described in Section 21 of this Agreement. In the event of the Executive’s death, distribution of Common Stock due under this Agreement shall be made to the appointed and qualified executor or other personal representative of the Executive to be distributed in accordance with the Executive’s will or applicable intestacy law; or in the event that there shall be no such representative duly appointed and qualified within six months after the date of the Executive’s death, then to such persons as, at the date of his/her death, would be entitled to share in the distribution of the Executive’s personal estate under the provisions of the applicable statute then in force governing the descent of intestate property, in the proportion specified in such statute. In the event of the Executive’s Disability, distribution of Common Stock due under this Agreement shall be made to the Executive or the Executive’s other personal representative.
Distribution of Restricted Stock Units. The Restricted Stock Units granted under this Agreement shall be fully vested upon grant. The Restricted Stock Units shall be distributed to Director within sixty (60) days following the date Director ceases to be a member of the Board. The Company shall deliver to the Director one Share for each Restricted Stock Unit.
Distribution of Restricted Stock Units. (a) The Company will distribute the value of vested Restricted Stock Units to the Executive in a single cash sum as soon as practicable following the applicable vesting date.
(b) Notwithstanding paragraph (a) above, the Executive may elect to defer distribution of the value of all or any portion of his vested Restricted Stock Units by filing a written election with the Committee at least 12 months prior to the applicable vesting date. The value of any vested Restricted Stock Units subject to the Executive's timely deferral election will be contributed on the applicable vesting date to an account maintained on his behalf under the Jefferson Smurfit Corporation (U.S.) Deferred Compensation Plan, or any successor thereto.
(c) The value of a Restricted Stock Unit upon distribution (or deferral as the case may be) will be an amount equal to the closing price per share of the Common Stock on the last preceding day on which a sale of Common Stock occurred prior to the applicable vesting date.
(d) In the event of the Executive's death, payment of any amount due under this Agreement shall be made in a single cash sum as soon as practicable following the Executive's death to the appointed and qualified executor or other personal representative of the Executive to be distributed in accordance with the Executive's will or applicable intestacy law; or in the event that there shall be no such representative duly appointed and qualified within six months after the date of the Executive's death, then to such persons as, at the date of his death, would be entitled to share in the distribution of the Executive's personal estate under the provisions of the applicable statute then in force governing the descent of intestate property, in the proportion specified in such statute.
(e) In the event of the occurrence of a Change of Control, payment of any amount due under this Agreement shall be made in a single cash sum to the Executive within five (5) business days following the Change of Control.
