Grant to Participant. The Company hereby grants to the Participant, subject to the terms and conditions of the Plan and this Agreement, an award of Restricted Stock Units. Except as otherwise set forth in the Plan or this Agreement, (i) each Restricted Stock Unit represents the right to receive one (1) share of Stock upon vesting of such Restricted Stock Units, (ii) unless and until the Restricted Stock Units have vested in accordance with the terms of this Agreement, the Participant shall not have any right to delivery of the shares of Stock underlying such Restricted Stock Units or any other consideration in respect thereof and (iii) each Restricted Stock Unit that vests shall be paid to the Participant within thirty (30) days following the date that the Restricted Stock Unit vests or the date(s) set forth in Sections 3.1 and 3.2, as applicable.
Grant to Participant. The Company hereby grants to the Participant, subject to the terms and conditions of the Plan and this Agreement, and contingent upon the closing of the initial public offering of Shares as contemplated by that certain Form S-11 filed on March 22, 2016, an award of [●] Restricted Share Units (the “Award”). Except as otherwise set forth in the Plan or this Agreement, (i) each Restricted Share Unit represents the right to receive one (1) Share upon vesting of such Restricted Share Units, (ii) unless and until the Restricted Share Units have vested in accordance with the terms of this Agreement, the Participant shall not have any right to delivery of the Shares underlying such Restricted Share Units or any other consideration in respect thereof and (iii) each Restricted Share Unit that vests, and any Dividend Equivalent Rights earned under Section 3.4(B), shall be paid to the Participant in Shares, less applicable withholding, within thirty (30) days following the date that the Restricted Share Unit vests or the date(s) set forth in Sections 3.1 and 3.2, as applicable; provided, that any fractional Shares shall be paid in cash.
Grant to Participant. The Company hereby grants to the Participant, subject to the terms and conditions of the Plan and this Agreement, a target award of Performance Share Units (the “Target Award”). Except as otherwise set forth in the Plan or this Agreement, (i) the grant of Performance Share Units represents the right to receive a percentage of the Target Award upon vesting of such Performance Share Units, with each Performance Share Unit that vests representing the right to receive one (1) share of Stock upon vesting thereof, (ii) unless and until the Performance Share Units have vested in accordance with the terms of this Agreement, the Participant shall not have any right to delivery of the shares of Stock underlying such Performance Share Units or any other consideration in respect thereof and (iii) the portion of the Target Award that vests hereunder shall be paid to the Participant within thirty (30) days following the date that the Target Award vests or the date(s) set forth in Sections 3.1 and 3.2, as applicable.
Grant to Participant. The Company hereby grants to the Participant, subject to the terms and conditions of the Plan and this Agreement, and contingent upon the closing of the IPO, a target award of [●] Performance Share Units (the “Target Award”). Except as otherwise set forth in the Plan or this Agreement, (i) the grant of Performance Share Units represents the right to receive a percentage of the Target Award upon vesting of such Performance Share Units, with each Performance Share Unit that vests representing the right to receive one (1) Share upon vesting thereof, (ii) unless and until the Performance Share Units have vested in accordance with the terms of this Agreement, the Participant shall not have any right to delivery of the Shares underlying such Performance Share Units or any other consideration in respect thereof, and (iii) the portion of the Target Award that vests hereunder shall be paid to the Participant as set forth in Section 3 hereof.
Grant to Participant. 2.1 The Company hereby grants to the Participant, subject to the terms and conditions of the Plan and this Agreement, a SAR with respect to an aggregate of shares of Stock. This SAR consists of the right to receive, upon exercise of this SAR (or any portion thereof), in respect of each share of Stock so exercised, shares of Stock in an amount whose Fair Market Value is equal to the excess of (x) the Fair Market Value of a share of Stock on the date or dates upon which the Participant exercises this SAR, or any portion thereof, over (y) the Conversion Price (as that term is hereinafter defined). No fractional shares shall be issued pursuant to this SAR.
2.2 The conversion price per share for this SAR shall be: $ , the Fair Market Value of one underlying share of Stock on the date of grant (the “Conversion Price”).
Grant to Participant. The Company hereby grants to the Participant, subject to the terms and conditions of the Plan and this Agreement, an award of 290,000 Restricted Stock Units. Except as otherwise set forth in the Plan or this Agreement, (i) each Restricted Stock Unit represents the right to receive one (1) share of Stock upon vesting of such Restricted Stock Units, (ii) unless and until the Restricted Stock Units have vested in accordance with the terms of this Agreement, the Participant shall not have any right to delivery of the shares of Stock underlying such Restricted Stock Units or any other consideration in respect thereof and (iii) except as otherwise provided herein, each Restricted Stock Unit that vests shall be paid to the Participant within thirty (30) days following the second (2nd) anniversary of the Effective Date.
Grant to Participant. The Company hereby grants to the Participant, subject to the terms and conditions of the Plan and this Agreement, a target award of Performance Share Units (the “Target Award”). Except as otherwise set forth in the Plan or this Agreement, the grant of Performance Share Units represents the right to receive a percentage of the Target Award, with each Performance Share Unit that becomes payable representing the right to receive one (1) share of Stock in respect thereof and the portion of the Target Award that becomes payable hereunder shall be paid to the Participant within thirty (30) days following the earlier to occur of (i) a change of control (as defined in the Company’s Change of Control Policy for Executive Officers, as amended from time to time, provided such change of control meets the definition of a change in control event for purposes of Section 409A and (ii) the end of the Performance Period (as defined in Section 3.1).
Grant to Participant. 2.1 The Company hereby grants to the Participant, subject to the terms and conditions of the Plan and this Agreement, a SAR with respect to an aggregate of shares of Stock. This SAR consists of the right to receive, upon exercise of this SAR (or any portion thereof), in respect of each share of Stock so exercised, shares of Stock in an amount whose Fair Market Value is equal to the excess of (x) the Fair Market Value of a share of Stock at the time of exercise of this SAR, or any portion thereof, over (y) the Conversion Price (as that term is hereinafter defined). No fractional shares shall be issued pursuant to this SAR.
2.2 The conversion price per share for this SAR shall be: $ (the “Conversion Price”).
Grant to Participant. The Company hereby grants to the Participant, subject to the terms and conditions of the Plan and this Agreement, an award of Restricted Stock Units. Except as otherwise set forth in the Plan or this Agreement, (i) each Restricted Stock Unit represents the right to receive one (1) share of Stock upon vesting of such Restricted Stock Units, (ii) unless and until the Restricted Stock Units have vested in accordance with the terms of this Agreement, the Participant shall not have any right to delivery of the shares of Stock underlying such Restricted Stock Units or any other consideration in respect thereof and (iii) each Restricted Stock Unit that vests shall be paid to the Participant within thirty (30) days following the date that the Restricted Stock Unit vests or the date(s) set forth in Sections 3.1 and 3.2, as applicable, unless such payment is deferred pursuant to the terms of the MGM Resorts International 2012 Deferred Compensation Plan for Non-Employee Directors.
Grant to Participant. The Company hereby grants to Participant, subject to the terms and conditions of the Plan and this Agreement, an award of Restricted Stock Units. Each Restricted Stock Unit represents the right to receive one (1) share of Stock on the date that the Restricted Stock Unit vests, subject to the Company’s withholding shares of Stock otherwise distributable to the Participant to satisfy tax withholding obligations. Unless and until the Restricted Stock Units have vested in the manner set forth in Section 3.1 hereto, the Participant shall not have any right to delivery of the shares of Stock underlying such Restricted Stock Units.
