Equity Compensation Grants. During the Term, Employee shall be eligible to receive, at the discretion of the Committee, grants of stock options and/or other equity under, and subject to the terms of, the Company’s 2007 Incentive Compensation Plan or any such other incentive compensation plan that may be maintained by the Company from time to time.
Equity Compensation Grants. All equity compensation grants, including, but not limited to, stock options and restricted stock (“Equity Grants”) shall be governed by the terms of an agreement setting forth the terms and conditions of the Equity Grant. Notwithstanding any other provision to the contrary contained in any agreement evidencing any current or future Equity Grant (and to the extent that such provisions are not already contained in such agreements precisely as set forth hereunder), each such agreement may incorporate this Agreement by reference and shall be deemed to include each of the additional provisions set forth below. The rights provided by this Section 4 shall be in addition to any rights granted to Executive under any such agreement.
Equity Compensation Grants. Employee may have received stock option grants, grants of restricted stock, or other incentive compensation awards under the Company’s 1989 Non-Qualified Stock Option Plan, 1994 Stock Incentive Plan, or other equity incentive compensation plans of the Company (collectively the “Incentive Plans”). In the event of a Qualifying Termination, the Company agrees that any and all such stock options, restricted stock, and other incentive compensation awards that are outstanding at the time of such termination and that have not previously become exercisable, payable or free from restrictions, as the case may be, shall immediately become exercisable, payable or free from restrictions (other than restrictions required by applicable law or any national securities exchange upon which any securities of the Company are then listed), as the case may be, in their entirety, and that the exercise period of any stock option or other incentive award granted pursuant to any of the Incentive Plans shall continue for the length of the exercise period specified in the grant of the award determined without regard to Employee’s termination of employment.
Equity Compensation Grants. As consideration for your services prior to the Offering, you will receive a one-time grant of 759,992.158 Class X Common Units of the Company, to be subject to vesting and certain other restrictions as set forth in the Unit Grant Agreement, dated May 20, 2015, between you and the Company. In connection with the Offering, if you are then serving on the Board of the Reporting Entity, you will receive, as consideration for your service as a Director, a one-time equity grant of restricted stock units with an aggregate value of $100,000 (based on the offering price of the Reporting Entity’s common stock for the initial public offering), to be fully vested at the time of grant. This grant shall be made following the Offering in accordance with the Reporting Entity’s applicable compensation program. Following the Offering and to the extent you continue to serve on the Board of the Reporting Entity, you will receive, as consideration for your continuing service and in accordance with the Reporting Entity’s applicable compensation program, an annual equity grant of restricted stock units with an aggregate value on an annual basis (as measured from the date you last received the more recent of an annual equity grant or the one-time grant described in the paragraph immediately above) of $100,000 (based on the closing price of the Reporting Entity’s common stock on the grant date), to be fully vested at the time of grant and made following the Reporting Entity’s annual stockholder meeting. Stock Ownership Guidelines: It is anticipated that, in order to promote long-term alignment of Directors’ and stockholders’ interests, you may be required to hold a certain amount of common stock of the Reporting Entity. Any such amount will be determined by the Company Board (or if determined following the Offering, by the Board of the Reporting Entity), with your advice and participation. Responsibilities: As a Director of the Reporting Entity, your duties and responsibilities will be those reasonably and customarily associated with such position, including, without limitation, attendance at all regular and special meetings of the Board of the Reporting Entity and, if you are a member of a committee of the Board of the Reporting Entity, attendance at all regular and special meetings of such committee.
Equity Compensation Grants. All equity compensation grants, including, but not limited to, stock options and restricted stock (“Equity Grants”) shall be governed by the terms of an agreement setting forth the terms and conditions of the Equity Grant. The initial Equity Grants for Executive are set out on Enclosure 2, which is attached hereto and incorporated herein by reference. Notwithstanding any other provision to the contrary contained in any agreement evidencing any current or future Equity Grant, each such agreement shall be deemed to include each of the additional provisions set forth below. The rights provided by this Section 4 shall be in addition to any rights granted to Executive under any such agreement. In the event of an inconsistency or conflict between the provisions of this Section 4 or Section 5 and another agreement or plan of the Company, the provisions of this Section 4 or Section 5, as applicable, shall apply and be given priority.
Equity Compensation Grants. On the Effective Date, Executive will be granted (i) a stock option to purchase an amount of shares of the Company’s common stock with a value on the date of grant of $1.75 million as determined by the Company under its practices for recognizing compensation expense under FAS123R at an exercise price equal to the fair market value of the Company’s stock on the date of grant, determined in accordance with the Company’s standard practices under its equity incentive plan (the “Options”), and (ii) a stock-based award with respect to an amount of shares of the Company’s common stock with a value on the date of grant of $1.75 million as determined by the Company under its practices for recognizing compensation expense under FAS123R (together with the Options, the “Equity Grants”). Each Option will have a seven year term and each Equity Grant will be evidenced by an agreement in the standard form under the Company’s 2005 Equity Incentive Plan, including all provisions relating to Retirement. The additional provisions set forth in this Section 4 and in Section 5 below, shall be deemed to be incorporated into any such agreement and shall supersede any provision to the contrary.
Equity Compensation Grants. In conjunction with the annual review process for Company’s executive officers, the Governance and Compensation Committee will review Executive’s compensation plan and may, in its sole discretion, grant equity awards based upon (i) Executive’s performance, and/or (ii) share or option pool availability.
Equity Compensation Grants. In connection with his appointment as CEO on the Effective Date, Executive has been granted (i) a stock option to purchase 4,054,161 shares of the Company’s common stock at an exercise price of $4.27 per share (the “New Options”), and (ii) a stock-based award with respect to 1,800,351 shares of the Company’s common stock (together with the New Options, the “New Equity Grants”). Each agreement evidencing the New Equity Grants shall include each of the additional provisions set forth in this Section 4 and in Section 5 below. To the extent the New Options are vested upon any termination of Executive’s employment as CEO, the options shall remain exercisable by Executive (or his estate, as applicable) until two years following the later of (x) the date on which Executive ceases to be employed as CEO and (y) the date on which Executive ceases to be a member of the Board, but in no event beyond the maximum seven-year expiration date set forth in the option agreement.
Equity Compensation Grants. Subject to any generally applicable terms and conditions set forth in the Corporation’s shareholder-approved Equity Incentive Award Plan, as currently amended and in effect (the “EIA Plan”), EMPLOYEE shall be granted, and K12 shall make equity compensation awards to EMPLOYEE under the following terms and conditions:
