Issuance of Performance Shares. (a) The Participant’s Performance Share Award is a function of Participant’s “Target XXX Award” and Participant’s “Target ROS Award,” calculated as set forth below. The Participant’s Target XXX Award is ____ Shares. The Participant’s Target ROS Award is ____ Shares.
(b) At the end of the Performance Period, the Board (or its permitted delegate) will calculate the Company’s Return on Equity for each of its fiscal years during the Performance Period and divide the sum by that number of years (the “Average XXX”). “Return on Equity” means (i) the Company’s net after-tax income for the fiscal year in question, divided by (ii) the average of the shareholders’ equity as of the end of the preceding fiscal year and the shareholders’ equity as of the end of the fiscal year in question, in each case as shown in the Company’s audited financial statements (provided that if there is any change in accounting standards used by the Company after the Grant Date, Return on Equity will be calculated without regard to such change). The Participant’s “Threshold XXX” is 8.0 percent; Participant’s “Target XXX” is 14.7 percent; and Participant’s “Maximum XXX” is 23.5 percent. If, at the end of the Performance Period, the Company’s Average XXX is equal to the Threshold XXX, the Participant will be entitled to receive fifty percent (50%) of the Target XXX Award; if the Company’s Average XXX is equal to the Target XXX, the Participant will be entitled to receive one hundred percent (100%) of the Target XXX Award; and if the Company’s Average XXX is equal to or greater than the Maximum XXX, the Participant will be entitled to receive two hundred percent (200%) of the Target XXX Award. If the Company’s Average XXX is otherwise between the Threshold XXX and the Maximum XXX, the number of Performance Shares that the Participant is entitled to receive will be calculated using a straight-line interpolation. If the Company’s Average XXX is less than the Threshold XXX, the Participant will not be entitled to receive any Shares as part of Participant’s Target XXX Award. In no event will the Participant be entitled to receive pursuant to this Agreement more than two hundred percent (200%) of the Target XXX Award.
Issuance of Performance Shares. Upon the execution and delivery hereof, the Corporation shall issue and deliver to Executive an aggregate of 117,000 shares (the "Performance Shares") of Common Stock, par value $.01 per share, of the Corporation (the "Common Stock"). The Performance Shares, upon issuance, shall be validly issued and fully paid shares of Common Stock of the Corporation, provided, however, that (i) one-third of the Performance Shares shall be repurchased by the Corporation for the par value thereof in the event that the Corporation does not achieve net income before taxes of at least $1.5 million during the period of April 1, 1995 through Marcx 00, 0000, (xx) xxx-third of the Performance Shares shall be repurchased by the Corporation for the par value thereof in the event that the Corporation does not achieve net income before taxes of at least $2.2 million during the period of April 1, 1996 through Marcx 00, 0000, (xxx) xxx-third of the Performance Shares shall be repurchased by the Corporation for the par value thereof in the event that the Corporation does not achieve net income before taxes of at least $3.0 million during the period of April 1, 1997 through March 31, 1998; (iv) all of which Performance Shares shall be repurchased by the Corporation for the par value thereof upon termination of Executive's employment hereunder in the event that Executive's employment shall terminates prior to March 31, 1996; (v) two-thirds of which Performance Shares shall be repurchased by the Corporation for the par value thereof upon termination of Executive's employment hereunder in the event that Executive's employment shall terminate prior to March 31, 1997; and (vi) one-third of which Performance Shares shall be repurchased by the Corporation for the par value thereof upon termination of Executive's employment hereunder in the event that Executive's employment shall terminate prior to March 31, 1998. This provision shall survive any termination of this Agreement.
Issuance of Performance Shares. 7.1 Issuance to principals - Performance shares may be issued for cash to the principals of an issuer
(a) to provide the principals with a measure of control to facilitate the development of the issuer in an orderly fashion,
(b) to provide an incentive for the principals to diligently support the affairs of the issuer, and
(c) to provide an incentive for the principals to contribute management services or fundamental assets to the issuer.
7.2 Natural resource issuer - A natural resource issuer may issue to its principals up to a total of 750,000 performance shares, at a minimum price of $.01 per share.
Issuance of Performance Shares. (a) The Participant’s Performance Share Award is a function of his “Target XXX Award” and his “Target ROS Award,” calculated as set forth below. The Participant’s Target XXX Award is Shares. The Participant’s Target ROS Award is Shares.
(b) At the end of the Performance Period, the Board (or its permitted delegate) will calculate the Company’s Return on Equity for each of its fiscal years during the Performance Period and divide the sum by that number of years (the “Average XXX”). “Return on Equity” means (i) the Company’s net after-tax income for the fiscal year in question, divided by (ii) the average of the shareholders’ equity as of the end of the preceding fiscal year and the shareholders’ equity as of the end of the fiscal year in question, in each case as shown in the Company’s audited financial statements (provided that if there is any change in accounting standards used by the Company after the Grant Date, Return on Equity will be calculated without regard to such change). The Participant’s “Threshold XXX” is 9.7 percent; his “Target XXX” is 11.6 percent; and his “Maximum XXX” is 22.3
Issuance of Performance Shares. 7.1 Issuance to principals - Performance shares may be issued for cash to the principals of an issuer
(a) to provide the principals with a measure of control to facilitate the development of the issuer in an orderly fashion,
(b) to provide an incentive for the principals to diligently support the affairs of the issuer, and
(c) to provide an incentive for the principals to contribute management services or fundamental assets to the issuer.
Issuance of Performance Shares. The Performance Shares covered by this Agreement shall only result in the issuance of Shares (or cash or a combination of Shares and cash, as decided by the Committee in its sole discretion), after the completion of the Incentive Period and only if such Performance Shares are earned as provided in Section 2.3 of this Article 2.
Issuance of Performance Shares. In the event that the Recipient is deemed to have earned any Performance Shares pursuant to the provisions of Section 2 hereof, a certificate or certificates representing that number of shares of the Common Stock which is equal to one-half (1/2) of the Earned Performance Shares Amount shall be issued in the Recipient's name on or before ________ __, 20__, provided the Recipient has theretofore delivered to the Corporation a stock power signed in blank by the Recipient with respect to such Performance Shares and in a form which is acceptable to the Corporation which may be used by the Corporation to cancel such Performance Shares in accordance with the provisions of the Plan and this Agreement. Upon issuance of the certificate or certificates for such Performance Shares, the Recipient shall be a stockholder with respect to such Performance Shares and, subject to the restrictions contained in Section 5 hereof, shall have all the rights of a stockholder with respect to such Performance Shares, including but not limited to, the right to vote such Performance Shares and to receive dividends and other distributions paid with respect to such Performance Shares. The certificate or certificates representing such Performance Shares, together with the executed stock power, shall be held in custody by the Corporation or an agent therefor pursuant to the provisions of the Plan for the account of the Recipient.
Issuance of Performance Shares. (a) The Participant’s Performance Share Award is a function of his “Target XXX Award” and his “Target ROS Award,” calculated as set forth below. The Participant’s Target XXX Award is _____ Shares. The Participant’s Target ROS Award is ____Shares.
(b) At the end of the Performance Period, the Board (or its permitted delegate) will calculate the Company’s Return on Equity for each of its fiscal years during the Performance Period and divide the sum by that number of years (the “Average XXX”). “Return on Equity” means (i) the Company’s net after tax income for the fiscal year in question, divided by (ii) the average of the shareholders’ equity as of the end of the preceding fiscal year and the shareholders’ equity as of the end of the fiscal year in question, in each case as shown in the Company’s audited financial statements (provided that if there is any change in accounting standards used by the Company after the Grant Date, Return on Equity will be calculated without regard to such change), and in each case reduced by $115.4 million, which represents the proceeds of the sale by the Company of its common stock in April 2010. The Participant’s “Threshold XXX” is 9.6 percent; his “Target XXX” is 10.7 percent; and his “Maximum XXX” is 19.8
Issuance of Performance Shares. In consideration of Participant’s past and/or continued employment with or service to the Company or a Subsidiary and for other good and valuable consideration, effective as of the award date set forth in the Award Summary (the “Grant Date”), the Company has granted to Participant the target number of Performance Shares (the “Target Shares”) as set forth in the Award Summary, upon the terms and conditions set forth in this Agreement and the Plan. Notwithstanding the DC\4198883.8 number of Target Shares, the number of Performance Shares that are eligible to vest pursuant to this Agreement range from zero to 200% of the Target Shares based upon the Company’s relative TSR during the Performance Period and subject to forfeiture, in each case, as set forth in Article III below and the terms of the Plan.
Issuance of Performance Shares. (a) The Participant's Performance Share Award is a function of his "Target XXX Award" and his "Target ROS Award," calculated as set forth below. The Participant's Target XXX Award is _____ Shares. The Participant's Target ROS Award is _____ Shares.
