Dividends; Other Rights. (a) The Award shall not be interpreted to bestow upon the Grantee any equity interest or ownership in the Company or any Affiliate prior to the date on which the Company delivers Shares to the Grantee (such date, the “Delivery Date”). The Grantee is not entitled to vote any Shares by reason of the granting of the Award or to receive or be credited with any dividends declared and payable on any Share prior to the Delivery Date. The Grantee shall have the rights of a shareholder only as to those Shares, if any, that are actually delivered under this Award. The delivery of Shares subject to the Award that have been earned based on achievement of Performance Objectives is described in Exhibit A. (b) The Grantee shall be entitled to receive any and all dividends or other distributions paid with respect to those Shares of which the Grantee is the record owner on the record date for such dividend or other distribution; provided, however, that any property or cash (including, without limitation, any regular cash dividends) distributed with respect to a Share (the “associated share”) acquired hereunder, including without limitation a distribution of Stock by reason of a stock dividend, stock split or otherwise, or a distribution of other securities with respect to an associated share, shall be subject to the restrictions of this Agreement in the same manner and for so long as the associated share remains subject to such restrictions, and shall be promptly forfeited if and when the associated share is so forfeited; and further provided, that the Administrator may require that any cash distribution with respect to the Shares be placed in escrow or otherwise made subject to such restrictions as the Administrator deems appropriate to carry out the intent of the Plan. Any cash amounts that would otherwise have been paid with respect to an associated share shall be accumulated and paid to the Grantee, without interest, only upon, or within thirty (30) days following, the date on which such associated share vests hereunder (the “Vesting Date”) and any other property distributable with respect to such associated share shall also vest on the Vesting Date. References in this Agreement to the Shares shall refer, mutatis mutandis, to any such restricted rights to cash or restricted property described in this Section 7.
Appears in 2 contracts
Samples: Leveraged Performance Unit Award Agreement (Surgery Partners, Inc.), Performance Stock Unit Award Agreement (Surgery Partners, Inc.)
Dividends; Other Rights. (a) In the event that a cash dividend is paid with respect to shares of Stock prior to the Determination Date (or such earlier date that the PSUs or Earned PSUs, as applicable, vest hereunder), on the payment date of any such cash dividend, the number of PSUs held by the Participant shall be increased by that number of PSUs which is equal to (i) the number of PSUs held by the Participant on the record date of the cash dividend multiplied by (ii) the amount of the cash dividend divided by (iii) the Fair Market Value of a share of Stock on the date the dividend is paid. In the event that a stock dividend is paid with respect to shares of Stock prior to the Determination Date (or such earlier date that the PSUs or Earned PSUs, as applicable, vest hereunder), on the payment date of such stock dividend, the number of PSUs held by the Participant shall be increased by that number of PSUs which is equal to the product of (x) the number of PSUs held by the Participant on the record date of the stock dividend and (y) the per share Stock dividend. Any PSUs that are credited to the Participant under this Section 6(a) shall be treated in the same manner as the PSUs granted under Section 1 of this Agreement and shall only vest and be settled to the extent they become Earned PSUs in accordance with this Agreement and Exhibit A hereto and otherwise satisfy the vesting requirements under this Agreement. To the extent that the PSUs become Earned PSUs in connection with a Change in Control and remain outstanding following such Change in Control, they shall be eligible to receive dividend equivalents consistent with the terms of this Section 6(a).
(b) The Award shall not be interpreted to bestow upon the Grantee Participant any equity interest or ownership in the Company or any Affiliate prior to the date on which the Company delivers Shares shares of Stock, if any, to the Grantee (such date, the “Delivery Date”)Participant hereunder. The Grantee Participant is not entitled to vote any Shares shares of Stock by reason of the granting of the Award or Award. The Participant shall have the rights of a shareholder only as to those shares of Stock, if any, that are actually delivered under the Award. Except as expressly provided in subsection (a) above, the Participant is not entitled to receive or be credited with any dividends declared and payable on any Share share of Stock prior to the Delivery Date. The Grantee shall have the rights of a shareholder only as to those Shares, if any, that are actually delivered under this Award. The delivery of Shares subject to the Award that have been earned based on achievement of Performance Objectives is described in Exhibit A.
(b) The Grantee shall be entitled to receive any and all dividends or other distributions paid with respect to those Shares of which the Grantee is the record owner on the record date for such dividend or other distribution; provided, however, that any property or cash (including, without limitation, any regular cash dividends) distributed with respect to a Share (the “associated share”) acquired hereunder, including without limitation a distribution of Stock by reason of a stock dividend, stock split or otherwise, or a distribution of other securities with respect to an associated share, shall be subject to the restrictions of this Agreement in the same manner and for so long as the associated share remains subject to such restrictions, and shall be promptly forfeited if and when the associated share is so forfeited; and further provided, that the Administrator may require that any cash distribution with respect to the Shares be placed in escrow or otherwise made subject to such restrictions as the Administrator deems appropriate to carry out the intent of the Plan. Any cash amounts that would otherwise have been paid with respect to an associated share shall be accumulated and paid to the Grantee, without interest, only upon, or within thirty (30) days following, the date on which such associated share vests hereunder (the “Vesting Date”) and any other property distributable with respect to such associated share shall also vest on the Vesting Date. References in this Agreement shares are delivered to the Shares shall refer, mutatis mutandis, to any such restricted rights to cash or restricted property described in this Section 7Participant hereunder.
Appears in 1 contract
Samples: Performance Stock Unit Agreement (Dunkin' Brands Group, Inc.)
Dividends; Other Rights. (a) In the event that a cash dividend is paid with respect to shares of Stock prior to the Vesting Date (or such earlier date that the PSUs or Earned PSUs, as applicable, vest hereunder), on the payment date of any such cash dividend, the number of PSUs held by the Participant shall be increased by that number of PSUs which is equal to (i) the number of PSUs held by the Participant on the record date of the cash dividend multiplied by (ii) the amount of the cash dividend divided by (iii) the Fair Market Value of a share of Stock on the date the dividend is paid. In the event that a stock dividend is paid with respect to shares of Stock prior to the Vesting Date, on the payment date of such stock dividend, the number of PSUs held by the Participant shall be increased by that number of PSUs which is equal to the product of (x) the number of PSUs held by the Participant on the record date of the stock dividend and (y) the per share Stock dividend. Any PSUs that are credited to the Participant under this Section 6(a) shall be treated in the same manner as the PSUs granted under Section 1 of this Agreement and shall only vest and be settled to the extent they become Earned PSUs in accordance with this Agreement and Exhibit A hereto and otherwise satisfy the vesting requirements under this Agreement. To the extent that the PSUs become Earned PSUs in connection with a Change in Control and remain outstanding following such Change in Control, they shall be eligible to receive dividend equivalents consistent with the terms of this Section 6(a).
(b) The Award shall not be interpreted to bestow upon the Grantee Participant any equity interest or ownership in the Company or any Affiliate prior to the date on which the Company delivers Shares shares of Stock, if any, to the Grantee (such date, the “Delivery Date”)Participant hereunder. The Grantee Participant is not entitled to vote any Shares shares of Stock by reason of the granting of the Award or Award. The Participant shall have the rights of a shareholder only as to those shares of Stock, if any, that are actually delivered under the Award. Except as expressly provided in subsection (a) above, the Participant is not entitled to receive or be credited with any dividends declared and payable on any Share share of Stock prior to the Delivery Date. The Grantee shall have the rights of a shareholder only as to those Shares, if any, that are actually delivered under this Award. The delivery of Shares subject to the Award that have been earned based on achievement of Performance Objectives is described in Exhibit A.
(b) The Grantee shall be entitled to receive any and all dividends or other distributions paid with respect to those Shares of which the Grantee is the record owner on the record date for such dividend or other distribution; provided, however, that any property or cash (including, without limitation, any regular cash dividends) distributed with respect to a Share (the “associated share”) acquired hereunder, including without limitation a distribution of Stock by reason of a stock dividend, stock split or otherwise, or a distribution of other securities with respect to an associated share, shall be subject to the restrictions of this Agreement in the same manner and for so long as the associated share remains subject to such restrictions, and shall be promptly forfeited if and when the associated share is so forfeited; and further provided, that the Administrator may require that any cash distribution with respect to the Shares be placed in escrow or otherwise made subject to such restrictions as the Administrator deems appropriate to carry out the intent of the Plan. Any cash amounts that would otherwise have been paid with respect to an associated share shall be accumulated and paid to the Grantee, without interest, only upon, or within thirty (30) days following, the date on which such associated share vests hereunder (the “Vesting Date”) and any other property distributable with respect to such associated share shall also vest on the Vesting Date. References in this Agreement shares are delivered to the Shares shall refer, mutatis mutandis, to any such restricted rights to cash or restricted property described in this Section 7Participant hereunder.
Appears in 1 contract
Samples: Performance Stock Unit Agreement (Dunkin' Brands Group, Inc.)
Dividends; Other Rights. (a) In the event that a cash dividend is paid with respect to shares of Stock prior to the Vesting Date (or such earlier date that the PSUs or Earned PSUs, as applicable, vest hereunder), on the payment date of any such cash dividend, the number of PSUs held by the Participant shall be increased by that number of PSUs which is equal to (i) the number of PSUs held by the Participant on the record date of the cash dividend multiplied by (ii) the amount of the cash dividend divided by (iii) the Fair Market Value of a share of Stock on the date the dividend is paid. In the event that a stock dividend is paid with respect to shares of Stock prior to the Performance Period End Date, on the payment date of such stock dividend, the number of PSUs held by the Participant shall be increased by that number of PSUs which is equal to the product of (x) the number of PSUs held by the Participant on the record date of the stock dividend and (y) the per share Stock dividend. Any PSUs that are credited to the Participant under this Section 6(a) shall be treated in the same manner as the PSUs granted under Section 1 of this Agreement and shall only vest and be settled to the extent they become Earned PSUs in accordance with this Agreement and Exhibit A hereto and otherwise satisfy the vesting requirements under this Agreement. To the extent that the PSUs become Earned PSUs in connection with a Change in Control and remain outstanding following such Change in Control, they shall be eligible to receive dividend equivalents consistent with the terms of this Section 6(a).
(b) The Award shall not be interpreted to bestow upon the Grantee Participant any equity interest or ownership in the Company or any Affiliate prior to the date on which the Company delivers Shares shares of Stock, if any, to the Grantee (such date, the “Delivery Date”)Participant hereunder. The Grantee Participant is not entitled to vote any Shares shares of Stock by reason of the granting of the Award or Award. The Participant shall have the rights of a shareholder only as to those shares of Stock, if any, that are actually delivered under the Award. Except as expressly provided in subsection (a) above, the Participant is not entitled to receive or be credited with any dividends declared and payable on any Share share of Stock prior to the Delivery Date. The Grantee shall have the rights of a shareholder only as to those Shares, if any, that are actually delivered under this Award. The delivery of Shares subject to the Award that have been earned based on achievement of Performance Objectives is described in Exhibit A.
(b) The Grantee shall be entitled to receive any and all dividends or other distributions paid with respect to those Shares of which the Grantee is the record owner on the record date for such dividend or other distribution; provided, however, that any property or cash (including, without limitation, any regular cash dividends) distributed with respect to a Share (the “associated share”) acquired hereunder, including without limitation a distribution of Stock by reason of a stock dividend, stock split or otherwise, or a distribution of other securities with respect to an associated share, shall be subject to the restrictions of this Agreement in the same manner and for so long as the associated share remains subject to such restrictions, and shall be promptly forfeited if and when the associated share is so forfeited; and further provided, that the Administrator may require that any cash distribution with respect to the Shares be placed in escrow or otherwise made subject to such restrictions as the Administrator deems appropriate to carry out the intent of the Plan. Any cash amounts that would otherwise have been paid with respect to an associated share shall be accumulated and paid to the Grantee, without interest, only upon, or within thirty (30) days following, the date on which such associated share vests hereunder (the “Vesting Date”) and any other property distributable with respect to such associated share shall also vest on the Vesting Date. References in this Agreement shares are delivered to the Shares shall refer, mutatis mutandis, to any such restricted rights to cash or restricted property described in this Section 7Participant hereunder.
Appears in 1 contract
Samples: Performance Stock Unit Agreement (Dunkin' Brands Group, Inc.)