Impact on Equity Awards. a. All outstanding equity awards (including the 2017 Equity Awards and any equity awards pursuant to Section 2((e) shall cease to vest. All vested performance share units (including the 2017 Performance Share Units, the 2017 Additional Performance Share Units and any equity awards pursuant to Section 2(e) shall be paid in accordance with their terms. Any vested portion of the 2017 Options shall remain exercisable until the earlier of (x) ninety (90) days after the Termination Date (or, in the event of termination by the Employer if you become disabled, then one (1) year) and (y) the original expiration date of the 2017 Options. Any equity awards (including the 2017 Equity Awards and any equity awards pursuant to Section 2(e) that are not vested as of your Termination Date will be cancelled immediately; and b. Notwithstanding the foregoing, in the event that (i) your Termination Date occurs after the completion of a performance period (i.e., fiscal years 2017, 2018, 2019 and/or 2020), (ii) your employment is terminated pursuant to Section 9(b) or 9(c); (iii) the Compensation Committee determines that the applicable performance objective(s) (e.g., as for the First Tranche 2017 Performance Share Units, the 2017 EPS is 90% or more than the 2017 AOP Objective) have been achieved for such performance period completed prior to your Termination Date; and (iv) the applicable tranche (i.e., the First Tranche 2017 Performance Share Units, the Second Tranche 2017 Performance Share Units, the Third Tranche 2017 Performance Share Units, the Fourth Tranche 2017 Performance Share Units, the First Tranche 2017 Additional Performance Share Units, the Second Tranche 2017 Additional Performance Share Units, the Third Tranche 2017 Additional Performance Share Xxxxx, and/or the Fourth Tranche 2017 Additional Performance Share Units) has not vested as of the Termination Date, then an amount to be calculated as provided for below in Section 10(c)(v)(b)[i] shall be paid to you, (the “PSU Termination Consideration”). This amount shall be paid no later than the later of the 60th day following the Termination Date and 30 days after the date the Compensation Committee determines that the applicable performance objective(s) (e.g., as for the First Tranche 2017 Performance Share Units, the 2017 EPS is 90% or more than the 2017 AOP Objective) have been achieved (if any), and will be subject to applicable taxes and withholdings. [i] The formula for determining the PSU Termination Consideration for each applicable tranche of cancelled 2017 Performance Share Units, if any, (i.e., the First Tranche 2017 Performance Share Units, the Second Tranche 2017 Performance Share Units, the Third Tranche 2017 Performance Share Units and/or the Fourth Tranche 2017 Performance Share Units) is as follows: multiply the Grant Date Price by the product of the number of performance share units (based on target value, not maximum value) for the applicable tranche by the ratio, as determined by the Compensation Committee, in its discretion, of the non-GAAP earnings per share (as previously defined) (the “EPS”) for the applicable fiscal year to the AOP Objective for the applicable fiscal year (e.g., the performance objective for the applicable fiscal year), up to a maximum of 125%. [ii] The formula for determining the PSU Termination Consideration for each applicable tranche of cancelled 2017 Additional Performance Share Units, if any, (i.e., the First Tranche 2017 Additional Performance Share Units, the Second Tranche 2017 Additional Performance Share Units, the Third Tranche 2017 Additional Performance Share Units and/or the Fourth Tranche 2017 Additional Performance Share Units) is as follows: multiply the Grant Date Price by product of the number of performance share units (based on target value, not maximum value) for the applicable tranche by the applicable percentage of Annual OI achieved as compared to the applicable prior year’s Annual OI (as determined by the Compensation Committee, provided that to qualify for any PSU Termination Consideration, such percentage must be equal to 100% or more), and provided, however, that, for purposes of this provision, [a] such percentage shall be equal to 150% if the Compensation Committee determines that the Annual OI achieved is equal to 115% or more of the prior year’s Annual OI; and [b] such percentage shall be determined by straight line interpolation between 100% and 150% if the Compensation Committee determines the Annual OI achieved is between 100% and 115% of the Annual OI of the prior year. For clarity, the following examples are provided as illustration, but not by way of limitation:
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Impact on Equity Awards. a. All outstanding equity awards (including the 2017 Equity Awards and any equity awards pursuant to Section 2((e) shall cease to vest. All vested performance share units (including the 2017 Performance Share Units, the 2017 Additional Performance Share Units and any equity awards pursuant to Section 2(e) shall be paid handled in accordance with their terms. Any vested portion of the 2017 Options shall remain exercisable until the earlier of (x) ninety (90) days after the Termination Date (or, in the event of termination by the Employer if you become disabled, then one (1) year) applicable incentive plans and (y) the original expiration date of the 2017 Optionsaward agreements. Any equity awards (including the 2017 Equity Awards and any equity awards pursuant to Section 2(e) that are not vested as of your Termination Date will be cancelled immediately; and
b. In the event the Employer terminates your employment under Section 9(b), 9(d) or 9(e) or you terminate your employment under Section 9(c), all unvested equity awards, including the 2020 Performance Share Units, the 2020 EPS Performance Share Units, the 2020 TSR Performance Share Units, the 2020 Additional Performance Share Units, and any outstanding annual awards, will cease to vest and be cancelled immediately. Notwithstanding the foregoing, in the event that (i) your Termination Date occurs after the completion of a one or more applicable performance period periods (i.e., i.e. fiscal years 20172020, 20182021, 2019 2022, and/or 2020any TSR measurement period), (ii) your employment is terminated pursuant to Section 9(b), 9(c), 9(d) or 9(c9(e)); (iii) the Compensation Committee determines that the applicable performance objective(s) (e.g.i.e. 2020 AOP OI Objective, as for 2021 AOP OI Objective, 2022 AOP OI Objective, 2020 AOP EPS Objective, 2021 AOP EPS Objective, 2022 AOP EPS Objective, 2020 TSR Objective and/or the First Tranche 2017 Performance Share Units, the 2017 EPS is 90% or more than the 2017 AOP 2021 TSR Objective) have been achieved for such a performance period completed prior to your Termination Date; , and (iv) the applicable tranche (i.e., i.e. the First Tranche 2017 2020 Performance Share Units, the Second Tranche 2017 2020 Performance Share Units, the Third Tranche 2017 Performance Share Units, the Fourth Tranche 2017 2020 Performance Share Units, the First Tranche 2017 Additional 2020 EPS Performance Share Units, the Second Tranche 2017 Additional 2020 EPS Performance Share Units, the Third Tranche 2017 Additional 2020 EPS Performance Share XxxxxUnits, the First Tranche 2020 TSR Performance Share Units and/or the Fourth Second Tranche 2017 Additional 2020 TSR Performance Share Units) has not vested as of the Termination Date, then an amount to be calculated as provided for below in Section 10(c)(v)(b)[iParagraph 10(c)(iv)b.[i] shall be paid to you, (the “PSU Termination Consideration”). This amount shall be paid no later than the later of the 60th day following the Termination Date and within 30 days after the date the Compensation Committee determines that the applicable performance objective(s) (e.g.i.e. 2020 AOP OI Objective, as for 2021 AOP OI Objective, 2022 AOP OI Objective, 2020 AOP EPS Objective, 2021 AOP EPS Objective, 2022 AOP EPS Objective, 2020 TSR Objective and/or the First Tranche 2017 Performance Share Units, the 2017 EPS is 90% or more than the 2017 AOP 2021 TSR Objective) have been achieved (if any), provided that this is no sooner than the 60th day following the Termination Date, and will be subject to applicable taxes and withholdings. [i] The formula for determining the PSU Termination Consideration for each applicable tranche of cancelled 2017 the 2020 Performance Share Units, the 2020 EPS Performance Share Units and/or the 2020 TSR Performance Share Units, if any, (i.e., i.e. the First Tranche 2017 2020 Performance Share Units, the Second Tranche 2017 2020 Performance Share Units, the Third Tranche 2017 2020 Performance Share Units, the First Tranche 2020 EPS Performance Share Units, the Second Tranche 2020 EPS Performance Share Units, the Third Tranche 2020 EPS Performance Share Units, the First Tranche 2020 TSR Performance Share Units and/or the Fourth Second Tranche 2017 2020 TSR Performance Share Units) is as follows: multiply the Grant Date Price by the product of the number of performance share units (based on target value, not maximum value) for the applicable tranche by the ratio, as determined by the Compensation Committee, in its discretion, of the non-GAAP earnings per share (as previously defined) (operating income or the “EPS”) EPS for the applicable fiscal year or the TSR for the applicable time period to the AOP OI Objective or AOP EPS Objective or TSR Objective, respectively, for the applicable fiscal year (e.g., e.g. the performance objective for the applicable fiscal year)) or applicable time period, up to a maximum of 125%. [ii] The formula for determining the PSU Termination Consideration for each applicable tranche of cancelled 2017 Additional Performance Share Units, if any, (i.e., the First Tranche 2017 Additional Performance Share Units, the Second Tranche 2017 Additional Performance Share Units, the Third Tranche 2017 Additional Performance Share Units and/or the Fourth Tranche 2017 Additional Performance Share Units) is as follows: multiply the Grant Date Price by product of the number of performance share units (based on target value, not maximum value) for the applicable tranche by the applicable percentage of Annual OI achieved as compared to the applicable prior year’s Annual OI (as determined by the Compensation Committee, provided that to qualify for any PSU Termination Consideration, such percentage must be equal to 100% or more), and provided, however, that, for purposes of this provision, [a] such percentage shall be equal to 150% if the Compensation Committee determines that the Annual OI achieved is equal to 115% or more of the prior year’s Annual OI; and [b] such percentage shall be determined by straight line interpolation between 100% and 150% if the Compensation Committee determines the Annual OI achieved is between 100% and 115% of the Annual OI of the prior year. For clarity, the following examples are provided as illustration, but not by way of limitation:Maximum Percentage.
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Impact on Equity Awards. a. All outstanding equity awards (including the 2017 Equity Awards and any equity awards pursuant to Section 2((e) shall cease to vest. All vested performance share units (including the 2017 Performance Share Units, the 2017 Additional Performance Share Units and any equity awards pursuant to Section 2(e) shall be paid in accordance with their terms. Any vested portion of the 2017 Options stock options shall remain exercisable until the earlier of (x) ninety (90) days after the Termination Date (or, in the event of termination by the Employer if you become disabled, then one (1) year) and (y) the original expiration date of the 2017 Optionsstock options. Any equity awards (including the 2017 Equity Awards and any equity awards pursuant to Section 2(e) that are not vested as of your Termination Date will be cancelled immediately; and
b. In the event the Employer terminates your employment under Section 9(b), 9(d) or 9(e) or you terminate your employment under Section 9(c), all unvested 2017 Performance Share Units will cease to vest and be cancelled immediately. Notwithstanding the foregoing, in the event that (i) your Termination Date occurs after the completion of a one or more performance period periods (i.e., i.e. fiscal years year 2017, 2018, 2019 and/or 2020), (ii) your employment is terminated pursuant to Section 9(b), 9(c), 9(d) or 9(c9(e)); (iii) the Compensation Committee determines that the applicable performance objective(s) (e.g.i.e. 2017 AB OI Objective, as for the First Tranche 2017 Performance Share Units, the 2017 EPS is 90% or more than the Objective, and/or 2017 AOP AP OI Objective) have been achieved for such a performance period completed prior to your Termination Date; , and (iv) the applicable tranche (i.e., i.e. the First Tranche 2017 Performance Share Units, the Second Tranche 2017 Performance Share Units, and/or the Third Tranche 2017 Performance Share Units, the Fourth Tranche 2017 Performance Share Units, the First Tranche 2017 Additional Performance Share Units, the Second Tranche 2017 Additional Performance Share Units, the Third Tranche 2017 Additional Performance Share Xxxxx, and/or the Fourth Tranche 2017 Additional Performance Share Units) has not vested as of the Termination Date, then an amount to be calculated as provided for below in Section 10(c)(v)(b)[iParagraph 10(c)(iv)b.[i] shall be paid to you, (the “PSU Termination Consideration”). This amount shall be paid no later than the later of the 60th day following the Termination Date and within 30 days after the date the Compensation Committee determines that the applicable performance objective(s) (e.g.i.e. 2017 AB OI Objective, as for the First Tranche 2017 Performance Share Units, the 2017 EPS is 90% or more than the Objective and/or 2017 AOP AP OI Objective) have been achieved (if any), provided that this is no sooner than the 60th day following the Termination Date, and will be subject to applicable taxes and withholdings. [i] The formula for determining the PSU Termination Consideration for each applicable tranche of cancelled 2017 Performance Share Units, if any, (i.e., i.e. the First Tranche 2017 Performance Share Units, the Second Tranche 2017 Performance Share Units, the Third Tranche 2017 Performance Share Units and/or the Fourth Third Tranche 2017 Performance Share Units) is as follows: multiply the Grant Date Price by the product of the number of performance share units (based on target value, not maximum value) for the applicable tranche by the ratio, as determined by the Compensation Committee, in its discretion, of the non-GAAP earnings per share operating income (as previously defined) (the “EPS”) for the applicable fiscal year for the applicable business unit (i.e. either AB or AP) to the AOP OI Objective for that business unit or the non-GAAP EPS (as previously defined) for the applicable fiscal year (e.g.for AB to the 2017 EPS Objective, as the performance objective for the applicable fiscal year)case may be, up to a maximum of 125%. [ii] The formula for determining the PSU Termination Consideration for each applicable tranche of cancelled 2017 Additional Performance Share Units, if any, (i.e., the First Tranche 2017 Additional Performance Share Units, the Second Tranche 2017 Additional Performance Share Units, the Third Tranche 2017 Additional Performance Share Units and/or the Fourth Tranche 2017 Additional Performance Share Units) is as follows: multiply the Grant Date Price by product of the number of performance share units (based on target value, not maximum value) for the applicable tranche by the applicable percentage of Annual OI achieved as compared to the applicable prior year’s Annual OI (as determined by the Compensation Committee, provided that to qualify for any PSU Termination Consideration, such percentage must be equal to 100% or more), and provided, however, that, for purposes of this provision, [a] such percentage shall be equal to 150% if the Compensation Committee determines that the Annual OI achieved is equal to 115% or more of the prior year’s Annual OI; and [b] such percentage shall be determined by straight line interpolation between 100% and 150% if the Compensation Committee determines the Annual OI achieved is between 100% and 115% of the Annual OI of the prior year. For clarity, the following examples are provided as illustration, but not by way of limitation:
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Impact on Equity Awards. a. All outstanding equity awards (including the 2017 Equity Awards and any equity awards pursuant to Section 2((e) shall cease to vest. All vested performance share units (including the 2017 Performance Share Units, the 2017 Additional Performance Share Units and any equity awards pursuant to Section 2(e) shall be paid in accordance with their terms. Any vested portion of the 2017 Options stock options shall remain exercisable until the earlier of (x) ninety (90) days after the Termination Date (or, in the event of termination by the Employer if you become disabled, then one (1) year) and (y) the original expiration date of the 2017 Optionsstock options. Any equity awards (including the 2017 Equity Awards and any equity awards pursuant to Section 2(e) that are not vested as of your Termination Date will be cancelled immediately; and
b. In the event the Employer terminates your employment under Section 9(b), 9(d) or 9(e) or you terminate your employment under Section 9(c), all unvested equity awards, including the 2017 Performance Share Units, will cease to vest and be cancelled immediately. Notwithstanding the foregoing, in the event that (i) your Termination Date occurs after the completion of a one or more performance period periods (i.e., i.e. fiscal years 2017, 2018, 2019 2018 and/or 20202019), (ii) your employment is terminated pursuant to Section 9(b), 9(c), 9(d) or 9(c9(e)); (iii) the Compensation Committee determines that the applicable performance objective(s) (e.g., as for the First Tranche 2017 Performance Share Units, the 2017 EPS is 90% or more than the i.e. 2017 AOP OI Objective, 2018 AOP OI Objective, 2019 AOP OI Objective, 2017 AOP EPS Objective, 2018 AOP EPS Objective and/or 2019 AOP EPS Objective) have been achieved for such a performance period completed prior to your Termination Date; , and (iv) the applicable tranche (i.e., i.e. the First Tranche 2017 Performance Share Units, the Second Tranche 2017 Performance Share Units, the Third Tranche 2017 Performance Share Units, the Fourth Tranche 2017 Performance Share Units, the First Tranche 2017 Additional EPS Performance Share Units, the Second Tranche 2017 Additional EPS Performance Share Units, Units and/or the Third Tranche 2017 Additional Performance Share Xxxxx, and/or the Fourth Tranche 2017 Additional EPS Performance Share Units,) has not vested as of the Termination Date, then an amount to be calculated as provided for below in Section 10(c)(v)(b)[iParagraph 10(c)(iv)b.[i] shall be paid to you, (the “PSU Termination Consideration”). This amount shall be paid no later than the later of the 60th day following the Termination Date and within 30 days after the date the Compensation Committee determines that the applicable performance objective(s) (e.g., as for the First Tranche 2017 Performance Share Units, the 2017 EPS is 90% or more than the i.e. 2017 AOP OI Objective, 2018 AOP OI Objective, 2019 AOP OI Objective, 2017 AOP EPS Objective, 2018 AOP EPS Objective and/or 2019 AOP EPS Objective) have been achieved (if any), provided that this is no sooner than the 60th day following the Termination Date, and will be subject to applicable taxes and withholdings. [i] The formula for determining the PSU Termination Consideration for each applicable tranche of cancelled 2017 Performance Share Units, if any, (i.e., i.e. the First Tranche 2017 Performance Share Units, the Second Tranche 2017 Performance Share Units, the Third Tranche 2017 Performance Share Units, the First Tranche 2017 EPS Performance Share Units, the Second Tranche 2017 EPS Performance Share Units and/or the Fourth Third Tranche 2017 EPS Performance Share Units) is as follows: multiply the Grant Date Price by the product of the number of performance share units (based on target value, not maximum value) for the applicable tranche by the ratio, as determined by the Compensation Committee, in its discretion, of the non-GAAP earnings per share operating income (as previously defined) (or the “EPS”) EPS for the applicable fiscal year to the AOP OI Objective or AOP EPS Objective, respectively, for the applicable fiscal year (e.g., e.g. the performance objective for the applicable fiscal year), up to a maximum of 125%. [ii] The formula for determining the PSU Termination Consideration for each applicable tranche of cancelled 2017 Additional Performance Share Units, if any, (i.e., the First Tranche 2017 Additional Performance Share Units, the Second Tranche 2017 Additional Performance Share Units, the Third Tranche 2017 Additional Performance Share Units and/or the Fourth Tranche 2017 Additional Performance Share Units) is as follows: multiply the Grant Date Price by product of the number of performance share units (based on target value, not maximum value) for the applicable tranche by the applicable percentage of Annual OI achieved as compared to the applicable prior year’s Annual OI (as determined by the Compensation Committee, provided that to qualify for any PSU Termination Consideration, such percentage must be equal to 100% or more), and provided, however, that, for purposes of this provision, [a] such percentage shall be equal to 150% if the Compensation Committee determines that the Annual OI achieved is equal to 115% or more of the prior year’s Annual OI; and [b] such percentage shall be determined by straight line interpolation between 100% and 150% if the Compensation Committee determines the Annual OI achieved is between 100% and 115% of the Annual OI of the prior year. For clarity, the following examples are provided as illustration, but not by way of limitation:
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Impact on Equity Awards. a. All outstanding equity awards (including the 2017 Equity Awards and any equity awards pursuant to Section 2((e) shall cease to vest. All vested performance share units (including the 2017 Performance Share Units, the 2017 Additional Performance Share Units and any equity awards pursuant to Section 2(e) shall be paid handled in accordance with their terms. Any vested portion of the 2017 Options shall remain exercisable until the earlier of (x) ninety (90) days after the Termination Date (or, in the event of termination by the Employer if you become disabled, then one (1) year) applicable incentive plans and (y) the original expiration date of the 2017 Optionsaward agreements. Any equity awards (including the 2017 Equity Awards and any equity awards pursuant to Section 2(e) that are not vested as of your Termination Date will be cancelled immediately; and
b. In the event the Employer terminates your employment under Section 9(b) or 9(e), or you terminate your employment under Section 9(c), all unvested 2019 Performance Share Units will cease to vest and be cancelled immediately. Notwithstanding the foregoing, in the event that (i) your Termination Date occurs after the completion of a one or more performance period periods (i.e., i.e. fiscal years 20172019, 2018, 2019 2020 and/or 20202021), (ii) your employment is terminated pursuant to Section 9(b) ), 9(c), or 9(c9(e)); (iii) the Compensation Committee determines that the applicable performance objective(s) (e.g.i.e. 2019 Performance Objective, as for the First Tranche 2017 2020 Performance Share Units, the 2017 EPS is 90% or more than the 2017 AOP Objective and/or 2021 Performance Objective) have been achieved for such a performance period completed prior to your Termination Date; , and (iv) the applicable tranche (i.e., i.e. the First Tranche 2017 2019 Performance Share Units, the Second Tranche 2017 2019 Performance Share Units, and/or the Third Tranche 2017 Performance Share Units, the Fourth Tranche 2017 Performance Share Units, the First Tranche 2017 Additional Performance Share Units, the Second Tranche 2017 Additional Performance Share Units, the Third Tranche 2017 Additional Performance Share Xxxxx, and/or the Fourth Tranche 2017 Additional 2019 Performance Share Units) has not vested as of the Termination Date, then an amount to be calculated as provided for below in Section 10(c)(v)(b)[iParagraph 10(c)(iv)b.[i] shall be paid to you, (the “PSU Termination Consideration”). This amount shall be paid no later than the later of the 60th day following the Termination Date and within 30 days after the date the Compensation Committee determines that the applicable performance objective(s) (e.g.i.e. 2019 Performance Objective, as for the First Tranche 2017 2020 Performance Share Units, the 2017 EPS is 90% or more than the 2017 AOP Objective and/or 2021 Performance Objective) have been achieved (if any), provided that this is no sooner than the 60th day following the Termination Date, and will be subject to applicable taxes and withholdings. [i] The formula for determining the PSU Termination Consideration for each applicable tranche of cancelled 2017 2019 Performance Share Units, if any, (i.e., i.e. the First Tranche 2017 2019 Performance Share Units, the Second Tranche 2017 2019 Performance Share Units, and/or the Third Tranche 2017 Performance Share Units and/or the Fourth Tranche 2017 2019 Performance Share Units) is as follows: multiply the Grant Date Price by the product of the number of performance share units (based on target value, not maximum value) for the applicable tranche by the ratio, as determined by the Compensation Committee, in its discretion, of the non-GAAP earnings per share (as previously defined) operating income (the “EPSOI”) for the applicable fiscal year to the AOP OI Objective for the applicable fiscal year (e.g., e.g. the performance objective for the applicable fiscal year), up to a maximum of 125%. [ii] The formula for determining the PSU Termination Consideration for each applicable tranche of cancelled 2017 Additional Performance Share Units, if any, (i.e., the First Tranche 2017 Additional Performance Share Units, the Second Tranche 2017 Additional Performance Share Units, the Third Tranche 2017 Additional Performance Share Units and/or the Fourth Tranche 2017 Additional Performance Share Units) is as follows: multiply the Grant Date Price by product of the number of performance share units (based on target value, not maximum value) for the applicable tranche by the applicable percentage of Annual OI achieved as compared to the applicable prior year’s Annual OI (as determined by the Compensation Committee, provided that to qualify for any PSU Termination Consideration, such percentage must be equal to 100% or more), and provided, however, that, for purposes of this provision, [a] such percentage shall be equal to 150% if the Compensation Committee determines that the Annual OI achieved is equal to 115% or more of the prior year’s Annual OI; and [b] such percentage shall be determined by straight line interpolation between 100% and 150% if the Compensation Committee determines the Annual OI achieved is between 100% and 115% of the Annual OI of the prior year. For clarity, the following examples are provided as illustration, but not by way of limitation:
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Impact on Equity Awards. a. All outstanding equity awards (including the 2017 Equity Awards and any equity awards pursuant to Section 2((e) shall cease to vest. All vested performance share units (including the 2017 Performance Share Units, the 2017 Additional Performance Share Units and any equity awards pursuant to Section 2(e) shall be paid in accordance with their terms. Any vested portion of the 2017 Options Option shall remain exercisable until the earlier of (x) ninety thirty (9030) days after the Termination Date (or, in the event of termination by the Employer if you become disabled, then one (1) year) and (y) the original expiration date of the 2017 OptionsOption. Any equity awards (including the 2017 Equity Awards and any equity awards pursuant to Section 2(e) that are not vested as of your Termination Date will be cancelled immediately; and
b. In the event the Employer terminates your employment under Section 9(b) or you terminate your employment under Section 9(c), all unvested 2016 Performance Share Units will cease to vest and be cancelled immediately. Notwithstanding the foregoing, in the event that (i) your Termination Date occurs after the completion of a one or more performance period periods (i.e., i.e. fiscal years 2016, 2017, 2018, 2019 2018 and/or 20202019), (ii) your employment is terminated pursuant to Section 9(b) or 9(c)); and (iii) the Compensation Committee determines that the applicable performance objective(s) (e.g.i.e. 2016 Performance Objective, as for the First Tranche 2017 Performance Share UnitsObjective, the 2017 EPS is 90% or more than the 2017 AOP 2018 Performance Objective and/or 2019 Performance Objective) have been achieved for such each performance period completed prior to your Termination Date; and (iv) the applicable tranche (i.e., the First Tranche 2017 Performance Share Units, the Second Tranche 2017 Performance Share Units, the Third Tranche 2017 Performance Share Units, the Fourth Tranche 2017 Performance Share Units, the First Tranche 2017 Additional Performance Share Units, the Second Tranche 2017 Additional Performance Share Units, the Third Tranche 2017 Additional Performance Share Xxxxx, and/or the Fourth Tranche 2017 Additional Performance Share Units) has not vested as of the Termination Date, then an amount to be calculated as provided for below in Section 10(c)(v)(b)[iParagraph 10(c)(iv)(b)[i] shall be paid to you, (the “PSU Termination Consideration”). This amount shall be paid no later than the later of the 60th day following the Termination Date and 30 days after the date the Compensation Committee determines that the applicable performance objective(s) (e.g.i.e. 2016 Performance Objective, as for the First Tranche 2017 Performance Share UnitsObjective, the 2017 EPS is 90% or more than the 2017 AOP 2018 Performance Objective and/or 2019 Performance Objective) have been achieved (if any), and will be subject to applicable taxes and withholdings. [i] The formula for determining the PSU Termination Consideration for each applicable tranche of cancelled 2017 2016 Performance Share Units, if any, (i.e., i.e. the First Tranche 2017 2016 Performance Share Units, the Second Tranche 2017 2016 Performance Share Units, the Third Tranche 2017 2016 Performance Share Units and/or the Fourth Tranche 2017 2016 Performance Share Units) is as follows: multiply the Grant Date Price by the product of the number of performance share units (based on target value, not maximum value) for the applicable tranche by the ratio, as determined by the Compensation Committee, in its discretion, of the non-GAAP earnings per share (as previously defined) operating income (the “EPSOI”) for the applicable fiscal year to the AOP OI Objective for the applicable fiscal year (e.g., e.g. the performance objective for the applicable fiscal year), up to a maximum of 125%. [ii] The formula for determining the PSU Termination Consideration for each applicable tranche of cancelled 2017 Additional Performance Share Units, if any, (i.e., the First Tranche 2017 Additional Performance Share Units, the Second Tranche 2017 Additional Performance Share Units, the Third Tranche 2017 Additional Performance Share Units and/or the Fourth Tranche 2017 Additional Performance Share Units) is as follows: multiply the Grant Date Price by product of the number of performance share units (based on target value, not maximum value) for the applicable tranche by the applicable percentage of Annual OI achieved as compared to the applicable prior year’s Annual OI (as determined by the Compensation Committee, provided that to qualify for any PSU Termination Consideration, such percentage must be equal to 100% or more), and provided, however, that, for purposes of this provision, [a] such percentage shall be equal to 150% if the Compensation Committee determines that the Annual OI achieved is equal to 115% or more of the prior year’s Annual OI; and [b] such percentage shall be determined by straight line interpolation between 100% and 150% if the Compensation Committee determines the Annual OI achieved is between 100% and 115% of the Annual OI of the prior year. For clarity, the following examples are provided as illustration, but not by way of limitation:
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