Equity and Incentive Compensation Sample Clauses

Equity and Incentive Compensation. (i) Within five (5) business days after the date of the Original Agreement, the Company issued to Executive a total of 59,098 RSUs for shares of the Company’s common stock, par value $.001 per share (the “Common Stock”), pursuant to the agreement attached hereto as Exhibit A, which are or were subject to the following vesting schedule: Number of RSUs Vested Target Price 15,000 $ 6.50 15,000 $ 8.00 15,000 $ 9.50 14,098 $ 11.00 In the event of any stock split, combination or similar event, the number of unvested RSUs, shares of Common Stock referred to above and the applicable target price set forth in this Agreement for such RSUs (the “Target Price”) shall be adjusted proportionately for all purposes under this Agreement so that the number of unvested RSUs and shares of Common Stock and Target Price would be of equivalent value. (ii) The Company and the Executive hereby agree that the following RSUs granted by the Company to the Executive pursuant to Section 3(a) of the Original Agreement shall be canceled and rescinded and shall be null and void and have no further effect: (A) 902 RSUs with a Target Price of $11.00; (B) 15,000 RSUs with a Target Price of $12.50 and (C) 15,000 RSUs with a Target Price of $14.00. (iii) If before January 1, 2018 (A) the Executive’s employment with the Company has not been terminated and (B) a Qualifying Event shall not have occurred, on January 1, 2018, the Company shall grant to the Executive 30,902 RSUs pursuant to the agreement attached hereto as Exhibit A, which shall vest in accordance with the schedule set forth below: Number of RSUs Vested Target Price 902 $ 11.00 15,000 $ 12.50 15,000 $ 14.00 In the event of any stock split, combination or similar event, the number of unvested RSUs and shares of Common Stock referred to above and the Target Price shall be adjusted proportionately for all purposes under this Agreement so that the number of unvested RSUs and shares of Common Stock and Target Price would be of equivalent value. (iv) Subsequent to their grant, the RSUs set forth in paragraphs (i) and (iii) above shall vest on the first date before the fourth anniversary of the Effective Date, if any, that the average closing price of the Common Stock as reported on the Nasdaq Capital Market for any fifteen (15) consecutive trading days immediately prior to such date (“15-Day Average Price”) is greater than or equal to the corresponding Target Price set forth in the applicable table above, provided that Executive remains e...
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Equity and Incentive Compensation. Employees of Employers or any Employers Subsidiary who are employed by Eastern after the Closing Date will be entitled to participate in equity-based or other long-term incentive programs maintained by Eastern or any Eastern Affiliate to the same extent as similarly situated employees of Eastern or any Eastern Affiliate.
Sample 1
Equity and Incentive Compensation. On the date hereof, (i) Executive shall forfeit 150,000 shares of unvested restricted stock issued pursuant to the Employment Agreement between the Company and Executive dated August 26, 2010 and (ii) the Company shall issue to Executive a total of 250,000 restricted shares (the “Restricted Shares”) of common stock, par value $.001 per share, of the Company (the “Common Stock”) pursuant to the agreement attached hereto as Exhibit A, which shall vest in accordance with the schedule set forth below. Such Restricted Shares shall vest as follows: 62,500 $3.75 62,500 $4.00 62,500 $4.25 62,500 $4.50 The Restricted Shares shown on each row of the table above shall vest on the first date before the fourth anniversary of the date hereof, if any, that the average closing price of the Common Stock as reported on the Nasdaq Capital Market for any fifteen (15) consecutive trading days immediately prior to such date (“15-Day Average Price”) is greater than or equal to the corresponding Target Price for such Restricted Shares set forth in the table above, provided that Executive remains employed by the Company as of the applicable vesting date. For the avoidance of doubt, no trading day included in such 15-Day Average Price may precede the date of this Agreement. Notwithstanding the foregoing, (A) if Executive’s employment pursuant to this Agreement is terminated without Cause (as defined below) prior to the fourth anniversary of the date hereof: (i) if 187,500 of the Restricted Shares have vested on or before the date of Executive’s termination, then the remaining 62,500 Restricted Shares shall vest; and (ii) if less than 187,500 of the Restricted Shares have vested on or before the Termination Date, then 125,000 of the Restricted Shares shall vest and any other unvested Restricted Shares shall be forfeited and have no further effect and (B) if a Qualifying Event (as defined below) is completed prior to the fourth anniversary of the date hereof, any remaining Restricted Shares granted under this Agreement shall vest, provided that Executive remains employed by the Company on the date such Qualifying Event is completed. Notwithstanding anything to the contrary in this Agreement, all Restricted Shares that have not vested on or before the fourth anniversary of the date hereof shall be forfeited and shall have no further effect. For the purposes of this Paragraph 3(b), the occurrence of any of the following with Board approval shall constitute a “Qualifying Event”: (x) the...
Sample 1
Equity and Incentive Compensation. On the date approved by the Compensation Committee of the Company’s Board of Directors (the “Board”), the Company shall issue to Employee a total of 15,000 restricted shares (the “Restricted Shares”) of the Company’s common stock, par value $.001 per share (the “Common Stock”), and an option to purchase 15,000 shares of Common Stock (the “Option” and, together with the Restricted Shares, the “Equity Awards”). The Option shall have an exercise price equal to the closing price of the Common Stock on the Nasdaq Capital Market on the grant date. The Restricted Shares and Option shall each vest upon the Company’s timely filing of its annual report on Form 10-K for the fiscal year ending January 31, 2015 (the “2015 Filing”) with the U.S. Securities and Exchange Commission (the “SEC”), provided that Employee remains an employee in good standing continuing to fulfill his duties as the Company’s chief financial officer at the time of filing. The Equity Awards shall be issued pursuant to the Company’s 2005 Incentive Award Plan and such other terms approved by the Board. The specific terms of the Restricted Stock and Option shall be controlled by the Restricted Stock Award Agreement and the Stock Option Grant Notice and Stock Option Agreement, respectively.
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Equity and Incentive Compensation. During the Employment Term, the Executive shall be eligible to participate in all incentive and equity-based compensation plans made available by the Company, from time to time, for its senior executives on a basis determined by the Company in its discretion.
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Equity and Incentive Compensation. On the date hereof, the Company shall issue to the Executive a total of 200,000 restricted shares (the “Restricted Shares”) of common stock, par value $0.001 per share, of the Company (the “Common Stock”) pursuant to the agreement attached hereto as Exhibit A, which shall vest in accordance with the schedule set forth below. Such Restricted Shares shall vest as follows: The Restricted Shares shall vest on the first date before the third anniversary hereof, if any, that the average closing price of the Common Stock as reported on the Nasdaq Capital Market for any fifteen consecutive trading days immediately prior to the such date (“Average Price”) is greater than or equal to the Target Price for such Restricted Shares set forth in the table above, provided that Executive remains employed by the Company i as of the vesting date. Notwithstanding the foregoing, if the Executive’s employment pursuant to this Agreement is terminated without Cause: (i) if 150,000 of the Restricted Shares have vested on or before the date of such termination (the “Termination Date”), then the remaining 50,000 Restricted Shares shall vest; and (ii) if less than 150,000 of the Restricted Shares have vested on or before the Termination Date, then 100,000 Restricted Shares shall vest and any other unvested Restricted Shares shall expire and have no further effect. Notwithstanding anything to the contrary in this Agreement, all Restricted Shares that have not vested on or before the third anniversary hereof shall expire and shall have no further effect.
Sample 1
Equity and Incentive Compensation. On the date approved by the Compensation Committee of the Company’s Board of Directors (the “Board”), the Company shall issue to Employee a total of 10,000 restricted shares (the “Restricted Shares”) of the Company’s common stock, par value $.001 per share (the “Common Stock”), and options to purchase 10,000 shares of Common Stock (the “Options” and, together with the Restricted Shares, the “Equity Awards”). The Options shall have an exercise price equal to the previous day’s closing price of the Common Stock on the Nasdaq Capital Market from the grant date and shall vest on the first anniversary of the grant date, provided that Employee remains an employee in good standing on such date. The Restricted Shares shall vest upon the Company’s timely filing of its annual report on Form 10-K for the fiscal year ending January 31, 2014 (the “2014 Filing”) with the U.S. Securities and Exchange Commission (the “SEC”), provided that Employee remains an employee in good standing continuing to fulfill his duties as the Company’s chief financial officer at the time of filing. The Equity Awards shall be issued pursuant to the Company’s 2005 Incentive Award Plan and such other terms approved by the Board.
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Equity and Incentive Compensation 
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Related to Equity and Incentive Compensation

  • Cash and Incentive Compensation (a) All payments referenced in this Agreement are subject to applicable tax withholdings and authorized or required deductions.

  • Bonus and Incentive Compensation Executive shall be entitled to equitable participation in incentive compensation and bonuses in any plan or arrangement of the Bank or the Company in which Executive is eligible to participate. Nothing paid to Executive under any such plan or arrangement will be deemed to be in lieu of other compensation to which Executive is entitled under this Agreement.

  • Equity Incentive Compensation Upon the Closing, each incentive award in respect of the common stock of Seller Parent (a “Seller Parent Equity Award”) held by a Transferred Employee shall become vested or eligible to vest (subject to the satisfaction of any applicable performance goals) in a prorated amount, determined based on the number of days in the applicable vesting period elapsed as of the Closing Date. Effective as of the Closing, Purchaser or its Affiliates shall grant to each Transferred Employee an equity- or cash-based incentive award (a “Make-Whole Award”) with a grant date fair value that is no less favorable than the value of the portion of the Seller Parent Equity Awards forfeited by the Transferred Employee in connection with the Closing (which forfeited amount shall be disclosed to Purchaser Parent no later than five (5) Business Days prior to the Closing), which Make-Whole Award shall have terms and conditions that are no less favorable than the terms and conditions (including vesting schedule and accelerated vesting terms) that were applicable to the corresponding Seller Parent Equity Award. In the event that the post-Closing transfer of a Delayed Transfer Employee results in a larger portion of the Seller Parent Equity Awards held by such Delayed Transfer Employee becoming vested upon such Delayed Transfer Employee’s transfer of employment than if the employment of such Delayed Transfer Employee had transferred upon the Closing, then the incremental cost of such additional vesting (which cost shall be measured based on the taxable income the Delayed Transfer Employee either realized or would have realized had such awards been settled or exercised upon such Delayed Transfer Employee’s transfer of employment to Purchaser or its Subsidiaries) shall be considered Purchaser Assumed Employee Liabilities.

  • Recovery of Bonus and Incentive Compensation Any bonus and incentive compensation paid to you during a CPP Covered Period is subject to recovery or “clawback” by the Company if the payments were based on materially inaccurate financial statements or any other materially inaccurate performance metric criteria.

  • Incentive Compensation Plan In addition to receipt of Basic Compensation under the Employment Agreement, you shall participate in the Incentive Compensation Plan for Executive Officers of the Company (the “Compensation Plan”) and shall be eligible to receive incentive compensation under the Compensation Plan as may be awarded in accordance with its terms.

  • Annual Incentive Compensation Executive shall be eligible to receive an annual bonus (“Annual Bonus”) with respect to each fiscal year ending during the Employment Period. The Annual Bonus shall be determined under the 2006 Omnibus Incentive Plan (the “Omnibus Plan”) or such other annual incentive plan maintained by the Company for similarly situated employees that the Company designates, in its sole discretion (any such plan, the “Bonus Plan”), in accordance with the terms of such plan as in effect from time to time. For each such fiscal year, Executive shall be eligible to earn a target Annual Bonus equal to seventy percent (70%) of Executive’s Base Salary for such fiscal year, if the Company achieves the target performance goals established by the Board for such fiscal year in accordance with the terms of the Bonus Plan. If the Company does not achieve the threshold performance goals established by the Board for a fiscal year, Executive shall not be entitled to receive an Annual Bonus for such fiscal year. If the Company exceeds the target performance goals established by the Board for a fiscal year, Executive may be entitled to earn an additional Annual Bonus for such year in accordance with the terms of the applicable Bonus Plan. The Annual Bonus for each year shall be payable at the same time as bonuses are paid to other senior executives of the Company in accordance with the terms of the applicable Bonus Plan, but in no event later than two and a half (21/2) months following the end of the applicable fiscal year in which such Annual Bonus was earned. Executive shall be entitled to receive any Annual Bonus that becomes payable in a lump-sum cash payment, or, at his election, (A) up to fifty percent (50%) of the Annual Bonus in the form of a grant of restricted stock units of Common Stock (as defined below) or (B) in any form that the Board generally makes available to the Company’s executive management team, provided that any such election is made by Executive in compliance with Section 409A of the Code and the regulations promulgated thereunder.

  • Incentive Compensation During the Term, the Executive shall be eligible to receive cash incentive compensation as determined by the Board or the Compensation Committee from time to time. The Executive’s target annual incentive compensation shall be thirty-five percent (35%) of his Base Salary. To earn incentive compensation, the Executive must be employed by the Company on the day such incentive compensation is paid.

  • Long-Term Incentive Compensation Subject to the Executive’s continued employment hereunder, the Executive shall be eligible to participate in any equity incentive plan for executives of the Firm as may be in effect from time to time, in accordance with the terms of any such plan.

  • Bonus Compensation During the term hereof, the Executive shall participate in the Company’s Senior Executive Annual Incentive Plan, as it may be amended from time to time pursuant to the terms thereof (the “Plan,” a current copy of which is attached hereto as Exhibit A) and shall be eligible for a bonus award thereunder (the “Bonus”). For purposes of the Plan, the Executive shall be eligible for a Bonus, and the Executive’s specified percentage (the “Specified Percentage”) for such Bonus shall initially be fifty percent (50%) of Base Salary and shall thereafter be established annually by the Board of Directors (the “Board”) or, if the Board delegates the Specified Percentage determination process to a Committee of the Board, by such Committee. In the event the Board or Committee does not approve the Executive’s Specified Percentage within 90 days of the beginning of a fiscal year, such Specified Percentage shall be the same as the immediately preceding year. Whenever any Bonus payable to the Executive is stated in this Agreement to be prorated for any period of service less than a full year, such Bonus shall be prorated by multiplying (x) the amount of the Bonus otherwise earned and payable for the applicable fiscal year in accordance with this Sub-Section 4.2 by (y) a fraction, the denominator of which shall be 365 and the numerator of which shall be the number of days during the applicable fiscal year for which the Executive was employed by the Company. Executive agrees and understands that any prorated Bonus payments will be made only after determination of the achievement of the applicable Performance Measures (as defined in the Plan) in accordance with the terms of the Plan. Any compensation paid to the Executive as Bonus shall be in addition to the Base Salary.

  • Annual Bonus Compensation Executive shall be eligible to receive a bonus each Contract Year (“Annual Bonus”) as the Compensation Committee of the Board of Directors shall determine. Executive’s Annual Bonus shall be determined in accordance with the Company’s executive compensation policies as in effect from time to time during the Term and shall be based, in part, on his achieving his individual performance goals for the year and, in part, on the Company’s achieving its performance goals for the year.

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