Common use of Final Measurement of the Stock Unit Award Clause in Contracts

Final Measurement of the Stock Unit Award. Except as provided in this Agreement or the Plan, including Section 7.4(b)(i) and Article X, the lifting of the transferability restrictions and the forfeiture provisions and vesting shall be dependent on (1) the shareholder value performance (as measured by total shareholder return or TSR) of the underlying Stock during the TSR Measuring Period (January 1, 2017 through December 31, 2019), (2) the earned return on equity (XXX) of Company for the twelve months ended December 31, 2019 (the XXX Measuring Period) relative to the performance metrics established by the Committee, and (3) the continued employment of the Grantee until the date the Committee lifts the restrictions. Except following a Change in Control (as defined in the Plan), the Committee may, even if performance and other goals are met, exercise negative discretion and amend any performance or other goals, terminate any award and/or reduce any award in the Committee’s sole and absolute discretion, even if such action will result in the reduction or elimination of any payment or compensation to the participant. In the event of a Change in Control, such negative discretion shall not apply.

Final Measurement of the Stock Unit Award. Except as provided in this Agreement or the Plan, including Section 7.4(b)(i) and Article X, the lifting of the transferability restrictions and the forfeiture provisions and vesting shall be dependent on (1) the shareholder value performance (as measured by total shareholder return or TSR) of the underlying Stock during the TSR Measuring Period (January 1, 2017 2019 through December 31, 20192021), (2) the earned return on equity (XXX) of Company for the twelve months ended December 31, 2019 2021 (the “XXX Measuring Period”) relative to the performance metrics established by the Committee, and (3) the continued employment of the Grantee until the date the Committee lifts the restrictions. Except following a Change in Control (as defined in the Plan), the Committee may, even if performance and other goals are met, exercise negative discretion and amend any performance or other goals, terminate any award and/or reduce any award in the Committee’s sole and absolute discretion, even if such action will result in the reduction or elimination of any payment or compensation to the participant. In the event of a Change in Control, such negative discretion shall not apply.