Dividend Equivalent Payment. At the time of the payment of any vested Performance Shares, the Grantee shall receive a cash dividend equivalent payment in an amount equal to the product of (a) the Earned Number and (b) the aggregate amount of dividends per share declared and paid to the Company’s shareholders on Shares during the period from the Date of Grant through the date of the payment of the Performance Shares, without interest (the “Actual Dividends Paid”); provided, however, that in the event that Section 4(b), 4(c) or 4(d) applies, the amount of the dividend equivalent payment to the Grantee shall be equal to the product of (i) the number of Performance Shares in which the Grantee becomes vested pursuant to Section 4(b), 4(c) or 4(d) of this Agreement, as applicable, and (ii) the Actual Dividends Paid. Notwithstanding anything in this Section 7 to the contrary, to the extent the payment of the vested Performance Shares occurs after both the date a dividend has been declared by the Company and the record date for such dividend, but prior to the dividend payment date related thereto, the amount of the Actual Dividend Paid also shall include such dividend. In the case of a dividend payment to be paid in property, the dividend payment shall be deemed to be the fair market value of the property at the time of distribution of the dividend payment to the Grantee, as determined by the Committee.
Appears in 4 contracts
Samples: Performance Share Agreement, Performance Share Agreement (Reynolds American Inc), Performance Share Agreement (Reynolds American Inc)
Dividend Equivalent Payment. At the time of the payment of any the vested Performance Shares, the Grantee shall receive a cash dividend equivalent payment in an amount equal to the product of (a) the Earned Number and (b) the aggregate amount of dividends per share declared and paid to the Company’s shareholders on Shares during the period from the Date of Grant through the date of the payment of the Performance Shares, without interest (the “Actual Dividends Paid”); provided, however, that in the event that Section 4(b), 4(c) of the Grantee’s death or 4(d) appliesPermanent Disability or in the event of a Change of Control, the amount of the dividend equivalent payment to the Grantee shall be equal to the product of (i) the number Target Number (in the case of Performance Shares in which the Grantee becomes vested pursuant to Section 4(b), 4(cdeath or Permanent Disability) or 4(d) the Change of this Agreement, as applicableControl Earned Number (in the case of a Change of Control), and (ii) the Actual Dividends Paid. Notwithstanding anything in this Section 7 of this Agreement to the contrary, to the extent the payment of the vested Performance Shares occurs after both the date a dividend has been declared by the Company and the record date for such dividend, but prior to the dividend payment date related thereto, the amount of the Actual Dividend Paid also shall include such dividend. In the case of a dividend payment to be paid in property, the dividend payment shall be deemed to be the fair market value of the property at the time of distribution of the dividend payment to the Grantee, as determined by the Compensation Committee.
Appears in 3 contracts
Samples: Performance Share Agreement (Reynolds American Inc), Performance Share Agreement (Reynolds American Inc), Performance Share Agreement (Reynolds American Inc)
Dividend Equivalent Payment. At the time of the payment of any the vested Performance Shares, the Grantee shall receive a cash dividend equivalent payment in an amount equal to the product of (a) the Earned Number and (b) the aggregate amount of dividends per share declared and paid to the Company’s shareholders on Shares during the period from the Date beginning of Grant the Performance Period through the date of the payment of the Performance Shares, without interest (the “Actual Dividends Paid”); provided, however, that in the event that Section 4(b), 4(c) of the Grantee’s death or 4(d) appliesPermanent Disability or in the event of a Change of Control, the amount of the dividend equivalent payment to the Grantee shall be equal to the product of (i) the number Target Number (in the case of Performance Shares in which the Grantee becomes vested pursuant to Section 4(b), 4(cdeath or Permanent Disability) or 4(d) the Change of this Agreement, as applicableControl Earned Number (in the case of a Change of Control), and (ii) the Actual Dividends Paid. Notwithstanding anything in this Section 7 of this Agreement to the contrary, to the extent the payment of the vested Performance Shares occurs after both the date a dividend has been declared by the Company and the record date for such dividend, but prior to the dividend payment date related thereto, the amount of the Actual Dividend Paid also shall include such dividend. In the case of a dividend payment to be paid in property, the dividend payment shall be deemed to be the fair market value of the property at the time of distribution of the dividend payment to the Grantee, as determined by the Compensation Committee.
Appears in 2 contracts
Samples: Performance Share Agreement (Reynolds American Inc), Performance Share Agreement (Reynolds American Inc)
Dividend Equivalent Payment. At the time of the payment of any vested Performance Shares, the Grantee shall receive a cash dividend equivalent payment in an amount equal to the product of (a) the Earned Number and (b) the aggregate amount of dividends per share declared and paid to the Company’s shareholders on Shares during the period from the Date of Grant through the date of the payment of the Performance Shares, without interest (the “Actual Dividends Paid”); provided, however, that in the event that Section 4(b), 4(c) or 4(d) applies, the amount of the dividend equivalent payment to the Grantee shall be equal to the product of (i) the number of Performance Shares in which the Grantee becomes vested pursuant to Section 4(b), 4(c) or 4(d) of this Agreement, as applicable, and (ii) the Actual Dividends Paid. Notwithstanding anything in this Section 7 of this Agreement to the contrary, to the extent the payment of the vested Performance Shares occurs after both the date a dividend has been declared by the Company and the record date for such dividend, but prior to the dividend payment date related thereto, the amount of the Actual Dividend Paid also shall include such dividend. In the case of a dividend payment to be paid in property, the dividend payment shall be deemed to be the fair market value of the property at the time of distribution of the dividend payment to the Grantee, as determined by the Committee.
Appears in 2 contracts
Samples: Performance Share Agreement (Reynolds American Inc), Performance Share Agreement (Reynolds American Inc)