IPO Equity Award. Upon the closing of Parent’s initial public offering, Parent shall issue to the Executive an award of 109,631 shares of restricted Class A common stock under Parent’s 2021 Incentive Award Plan. Except as otherwise provided herein, subject to Executive’s continued employment with the Company through each such date, the restricted stock award shall vest in three equal installments on each of the third, fourth and fifth anniversaries of the closing date of Parent’s initial public offering. The terms and conditions of the restricted stock award shall be set forth in an award agreement in a form prescribed by the Board to be entered into by the Company and Executive.
IPO Equity Award. In connection with the initial public offering of shares of common stock of the Company, as contemplated by the Company’s Registration Statement on Form S-1 (the “IPO”), Chairman shall be entitled to receive an equity award (the “IPO Equity Award”) consisting of that number of shares of RSUs having an aggregate value on the date of the IPO of $187,500, with a per unit fair market value equal to the initial public offering price set forth on the cover page of the final prospectus relating to the IPO. The IPO Equity Award shall be granted to Chairman following the effectiveness of the underwriting agreement to be executed in connection with the IPO and the filing of listing applications with the New York Stock Exchange and one or more registration statements on Form S-8 with the Securities Exchange Commission to register the shares of common stock to be issued pursuant to the Company’s equity incentive arrangements, but prior to the commencing of trading of the Company’s common stock on the New York Stock Exchange. The IPO Equity Award will be granted pursuant and subject to the Plan and an award agreement, and the RSUs granted in connection therewith will vest in full on the Measurement Date in 2016, as long as Chairman is serving as non-employee chairman of the Board on such date.
IPO Equity Award. Subject to approval of the Board (or committee thereof), upon the IPO Date, Executive will be granted an option (the “Option”) to purchase a number of ordinary shares of Parent approximately equal to the amount necessary to result in Executive’s Prior Equity (as defined below) and the Option equaling a total of 8.60% of Parent’s Post-IPO Shares. “Post-IPO Shares” means Parent’s outstanding share capital (including all outstanding shares, including shares underlying ADSs offered in the Parent’s initial public offering of ADSs (the “IPO”), and outstanding allocated and unallocated options, but excluding, for purposes of this calculation, the new 12% share pool reserve established under the Plan) expected to be outstanding immediately after the IPO. The Board (or committee thereof) will determine, in its sole discretion, the number of ordinary shares subject to the Option that equates, as closely as is possible, to the amount necessary to result in Executive’s Prior Equity and the Option representing the percentage in the preceding sentence, which determination will be based on the Post-IPO Shares and assuming the underwriters exercise in full their option to purchase additional ADSs in the IPO, and such determination shall be binding and final.
IPO Equity Award. Upon consummation of a Public Listing and subject to the approval of the Compensation Committee or the Board in its sole discretion, the Executive may be granted an equity award with an aggregate grant date fair value equal to 20% of the “Company pool amount” (the “IPO Award”). The Company pool amount, if approved, shall have a minimum amount of $20,000,000. The Company will cause any IPO Award to be subject to the terms of an award agreement between Executive and New PubCo and, subject to the approval of the Compensation Committee or the Board, (x) will be granted in the form of restricted stock units covering a number of shares determined by dividing the aggregate grant date fair value of the IPO Award determined pursuant to this paragraph by the price per share of New PubCo’s common stock offered to the public at the time of the Public Listing and as determined by the Pricing Committee of the Board, (y) will vest ratably over a three year period and (z) will have a vesting commencement date of January 1, 2022; provided the Public Listing occurs during calendar year 2022.
IPO Equity Award. The Parties hereby acknowledge and agree that, prior to the Amendment Effective Date, Executive was granted an equity-based award pursuant to that certain Restricted Stock Unit Grant Notice and Restricted Stock Unit Agreement by and between Executive and the Company dated as of June 15, 2022.
IPO Equity Award. In the event that a Public Offering occurs, Employee shall receive a one-time equity award under the LTIP, subject to Employee’s continued employment through the consummation of the Public Offering. The equity award will be comprised of restricted stock units (the “RSUs”) with a grant date value of $1,500,000 and will be granted upon the filing of the Form S-8 registration statement registering the shares of the Public Issuer’s common stock available for delivery under the LTIP. A portion of the RSUs with a grant date value equal to $400,000 will be immediately vested upon grant. The remaining portion of the RSUs will vest 25% of the first anniversary of the Public Offering and 25% per year thereafter, in each case, subject to Employee’s continued employment through the applicable vesting date. If Employee’s employment hereunder is terminated by the Company without Cause pursuant to Section 7(b), or is terminated by Employee for Good Reason pursuant to Section 7(c), subject to Employee’s satisfaction of the Severance Conditions (as defined below), a number of the RSUs equal to (i) the number of full calendar quarters that have elapsed since the last vesting date preceding the Termination Date (as defined below), divided by 16, multiplied by (ii) the number of RSUs originally granted, shall become fully vested. The RSUs will be subject to the terms and conditions of the LTIP and an award agreement to be entered into between Employee and the Public Issuer. Nothing in this Agreement shall be construed to give Employee any rights to any amount or type of grant or award except as provided in an award agreement and authorized by the board of directors of the Public Issuer (the “Public Board”) or a committee thereof.
IPO Equity Award. Subject to approval by the Board of the Company and contingent upon successful closing of the IPO of the Company on or prior to September 30, 2024, Executive shall receive a one-time award of restricted stock or restricted stock units of the Company (the “IPO Equity Award”) equal to five percent (5%) of the outstanding shares of the Company as of the Effective Date, on a fully diluted basis (other than shares reserved for issuance under the LTIP) after giving effect to the Company’s IPO. One-third of the shares/units will vest immediately upon the completion of the IPO and the remaining two-thirds of the shares/units will vest equally on each of the first, second, third, fourth, and fifth anniversaries of the completion of the IPO, subject to Executive’s continued employment through each vesting date or Employee’s termination by the Company without Cause or termination by the Company for Good Reason as set forth in Section 5(c), and which shall be subject to the terms and conditions set forth in the Company’s LTIP and award/grant agreements thereunder; provided, however, that vesting will accelerate in the event of Executive’s retirement (as defined in the applicable award agreement) on or after the second anniversary of the completion of the IPO, subject to Executive’s continued employment through such date. Additionally, in Executive’s capacity as an executive officer of the Company, Executive shall be subject to the Company’s stock ownership guidelines, which guidelines will be adopted by the Compensation Committee of the Board.
