Issuance of Shares subject to RSUs. (a) Subject to earlier issuance pursuant to the terms of this Agreement or the Plan, on each of November 22, 2017, November 22, 2018 and November 22, 2019, the Company shall issue, or cause there to be transferred, to the Executive (or his beneficiary, in the case of death) an amount of Shares representing one-third (1/3) of the number of the RSUs granted to the Executive under this Agreement (as adjusted pursuant to Section 2 above, if applicable), if the Executive continues to be employed by Sirius XM on each of these dates other than as specifically stated herein.
(b) If the Executive’s employment with Sirius XM terminates for any reason, the RSUs shall immediately terminate without consideration; provided that if the Executive’s employment with Sirius XM terminates due to death or “Disability” (as defined in the Employment Agreement), by Sirius XM without “Cause” (as defined in the Employment Agreement), or by the Executive for “Good Reason” (as defined in the Employment Agreement), the RSUs, to the extent not previously settled, cancelled or forfeited, shall immediately become vested and the Company shall issue, or cause there to be transferred, to the Executive (or to the Executive’s estate in the case of death) the amount of Shares equal to the number of RSUs granted to the Executive under this Agreement (to the extent not previously transferred, cancelled or forfeited), as adjusted pursuant to Section 2 above, if applicable. The foregoing condition that the Executive be an employee of Sirius XM shall, in the event of the termination of the Executive’s employment with Sirius XM due to death or Disability, by Sirius XM without Cause or by the Executive for Good Reason, be waived by the Company provided that the Executive (or his estate in the case of death) executes a release in accordance with Section 6(h) of the Employment Agreement.
Issuance of Shares subject to RSUs. (a) Subject to earlier issuance pursuant to the terms of this Agreement or the Plan, (i) on May 24, 2023, the Company shall issue, or cause there to be transferred, to the Executive ____ Shares representing an equal number of RSUs granted to the Executive under this Agreement (as adjusted pursuant to Section 2 above, if applicable), and (ii) on May 24, 2024, the Company shall issue, or cause there to be transferred, 5 The “Grant Date,” as defined in the Employment Agreement. 6 Number to be determined in accordance with Section 4(b)(ii) of the Employment Agreement. to the Executive _____ Shares representing an equal number of RSUs granted to the Executive under this Agreement (as adjusted pursuant to Section 2 above, if applicable)7, in each case if the Executive continues to be employed by Sirius XM on each of these dates other than as specifically stated herein.
(b) If the Executive’s employment with Sirius XM terminates for any reason, the RSUs shall immediately terminate without consideration; provided that if the Executive’s employment with Sirius XM is terminated due to (x) death or “Disability” (as defined in the Employment Agreement), (y) by Sirius XM without “Cause” (as defined in the Employment Agreement), or (z) by the Executive for “Good Reason” (as defined in the Employment Agreement), then (1) if such termination occurs before May 24, 2022, the RSUs, to the extent not previously settled, cancelled or forfeited, that would have vested on May 24, 2023 shall immediately become vested and the Company shall issue, or cause there to be transferred, to the Executive the amount of Shares equal to the number of RSUs granted to the Executive under this Agreement that become vested as a result of the foregoing (to the extent not previously transferred, cancelled or forfeited), as adjusted pursuant to Section 2 above; and (2) if such termination occurs on or after May 24, 2022, all of the RSUs, to the extent not previously settled, cancelled or forfeited, shall immediately become vested and the Company shall issue, or cause there to be transferred, to the Executive the amount of Shares equal to the number of RSUs granted to the Executive under this Agreement (to the extent not previously transferred, cancelled or forfeited), as adjusted pursuant to Section 2 above, if applicable. In order for the Executive to receive any accelerated vesting pursuant to this Section 4(b), the Executive must execute a release in accordance with Section 6(g) of the Employmen...
Issuance of Shares subject to RSUs. (a) Subject to earlier issuance pursuant to the terms of the Plan, on August 8, 2006, the Company shall issue, or cause there to be transferred, to the Employee a number of Shares equal to the RSUs granted to the Employee under this Agreement if the Employee continues to be employed by the Company on August 8, 2006.
(b) If the Employee’s employment with Company terminates for any reason, the RSUs shall immediately terminate without consideration; provided that if the Employee’s employment terminates (i) due to death, the Company shall issue within 30 days, or cause there to be transferred within 30 days, to the Employee or his estate Shares equal to the unvested portion of the RSUs, to the extent not previously canceled or forfeited, or (ii) due to Disability (as defined below) or without Cause (as defined below), the unvested portion of the RSUs, to the extent not previously canceled or forfeited, shall vest in accordance with the terms of this Agreement, but any conditions contained in this Agreement which would require the Employee to be an employee of the Company on a specified date shall have no force or effect. The waiver of the condition that the Employee be an employee of the Company contained above in the event of the termination of the Employee due to Disability or without Cause shall be conditioned upon the Employee executing a release in accordance with Section 6(f)(i) of the Employment Agreement, dated as of May 5, 2004, between the Company and the Employee.
Issuance of Shares subject to RSUs. (a) Subject to earlier issuance pursuant to the terms of this Agreement or the Plan, on January 10, 2017, the Company shall issue, or cause
Issuance of Shares subject to RSUs. (a) Subject to earlier issuance pursuant to the terms of this Agreement or the Plan, (i) on December 31, 2024, the Company shall issue, or cause there to be transferred, to the Executive [____] Shares representing an equal number of RSUs granted to the Executive under this Agreement (as adjusted pursuant to Section 2, if applicable), (ii) on December 31, 2025, the Company shall issue, or cause there to be transferred, to the Executive [_____] Shares, representing an equal number of RSUs granted to the Executive under this Agreement (as adjusted pursuant to Section 2, if applicable), and (iii) on December 31, 20268, the Company shall issue, or cause there to be transferred, to the Executive [_____] Shares, representing an equal number of RSUs granted to the Executive under this Agreement
Issuance of Shares subject to RSUs. (a) Subject to earlier issuance pursuant to the terms of this Agreement or the Plan, (i) on May 26, 2025, the Company shall issue, or cause there to be transferred, to the Executive [____] Shares representing an equal number of RSUs granted to the Executive under this Agreement (as adjusted pursuant to Section 2, if applicable), (ii) on May 25, 2026, the Company shall issue, or cause there to be transferred, to the Executive [_____] Shares, representing an equal number of RSUs granted to the Executive under this Agreement (as adjusted pursuant to Section 2, if applicable), and (iii) on May 24, 2027, the Company shall issue, or cause there to be transferred, to the Executive [_____] Shares, representing an equal number of RSUs granted to the Executive under this Agreement (as adjusted pursuant to Section 2, if applicable), in each case, if the Executive continues to be employed with Sirius XM on each of these dates, other than as specifically stated herein.
Issuance of Shares subject to RSUs. (a) Subject to earlier issuance pursuant to the terms of this Agreement or the Plan, (i) on November 21, 2023, the Company shall issue, or cause there to be transferred, to the Executive ____ Shares representing an equal number of RSUs granted to the Executive under this Agreement (as adjusted pursuant to Section 2, if applicable), and (ii) on January 2, 2025, the Company shall issue, or cause there to be transferred, to the Executive _____ Shares, representing an equal number of RSUs granted to the Executive under this Agreement (as adjusted pursuant to Section 2, if applicable) in each case, if the Executive continues to be employed with Sirius XM on each of these dates, other than as specifically stated herein.
Issuance of Shares subject to RSUs. (a) Subject to earlier issuance pursuant to the terms of this Agreement or the Plan, the Company shall issue, or cause there to be transferred, to the Executive (or the Executive’s beneficiary, in the case of death) on each of November _, 2014, November __ 2015, November __, 2016 and November __, 2017, an amount of Shares equal to one-fourth (1/4) the number of RSUs granted to the Executive under this Agreement, subject to the Executive’s continued employment on each of these dates.
(b) If the Executive’s employment with Company terminates for any reason, the RSUs shall immediately terminate without consideration; provided that if the Executive’s employment is terminated (i) due to death or “Disability” (as defined in the Letter Agreement); or (ii) by the Company without “Cause” (as defined in the Letter Agreement); or (iii) by the Executive for “Good Reason” (as defined in the Letter Agreement), then the unvested portion of the RSUs, to the extent not previously cancelled or forfeited, shall immediately become vested and the Company shall issue, or cause there to be transferred, to the Executive (or to the Executive’s estate in the case of death) the amount of Shares equal to the number of RSUs granted to the Executive under this Agreement (to the extent not previously transferred, cancelled or forfeited). In the event of the termination of the Executive’s employment due to Disability, the waiver of the condition contained above that the Executive be an employee of the Company shall be conditioned upon the Executive executing a release in accordance with the Letter Agreement.
Issuance of Shares subject to RSUs. (a) Subject to the terms of this Agreement and/or the Plan, the Company shall issue to the Employee on each of the first (1st), second (2nd) , and third (3rd) anniversaries of the Date of Grant (or if such date is not a business day, then on the next succeeding business day), a number Shares equal to approximately one-third (1/3) the number of RSUs granted to the Employee under this Agreement; provided that no Shares shall be issued to the Employee on any anniversary (or on any succeeding business day) if the Employee is not providing services to Sirius XM Radio Inc. (“Sirius XM”) or any of its subsidiaries or affiliates on such date:
(b) If the Employee’s service with Sirius XM and its subsidiaries and affiliates terminates for any reason, the RSUs shall immediately terminate without consideration.
Issuance of Shares subject to RSUs
