Long-Term Incentive Opportunity. During the term of this Agreement, the Employee shall participate in any long-term incentive plan maintained by the Company, including, but not limited to, stock options, performance shares, restricted stock and long-term cash incentive plans, in a manner consistent with other executives of the Company, as determined by the Board.
Long-Term Incentive Opportunity. During the Protected Employment Period, you will be entitled to participate in long term incentive plans, practices, policies and programs applicable generally to other peer executives of the Company and be entitled to receive periodic grants under such plans, practices, policies and programs that are no less than market-competitive for the position you held with the Company immediately before the Change in Control as reasonably determined by the Company (on the same basis as such determination is made for other peer executives of the Company).
Long-Term Incentive Opportunity. The Executive shall be eligible to receive annual grants of equity-based awards over shares of Cronos Group with an initial target incentive opportunity of CAD520,000 (based on the grant date fair value of such awards), provided that the actual amount, if any, of the grants shall be determined by the board of directors of Cronos Group (the “Board”) at its sole discretion. Any such equity-based grants shall be governed by the terms and conditions of the equity award plan or any other applicable plan of Cronos Group and/or the applicable award agreement. Such plan or plans may be amended from time to time at Cronos Group’s sole discretion. In the event of the cessation of the Executive’s employment for any reason, the Executive’s entitlements in respect of any equity-based awards shall be governed by the terms and conditions of the applicable equity award plan, any other applicable plan and the applicable award agreement. Subject to the express minimum requirements of applicable employment standards legislation, if any, the Executive shall not be eligible for any further grants of options following the effective date of termination or damages in lieu thereof, regardless of any applicable notice period, pay in lieu of notice, severance payment or similar amount. SC1:4919007.2
Long-Term Incentive Opportunity. During the term of this Agreement, the Executive shall participate in any long-term incentive plan maintained by the Company, including, but not limited to, stock options, performance shares, restricted stock and long-term cash incentive plans, in a manner consistent with other executives of the Company, as reasonably determined by the Board of Directors of the Company.
Long-Term Incentive Opportunity. To the extent the Company determines to award long-term incentive compensation, Executive shall be eligible to participate in such programs (subject to the terms and conditions set forth in the applicable plan and agreements) and shall be eligible to receive a target long-term incentive award of 125% of the average annual Base Salary during the three year performance period applicable to such award opportunity (such target award, the “Target LTIP Award”) with the opportunity to receive a maximum long-term incentive award of 500% of average annual Base Salary during the three year performance period applicable to such award opportunity, as approved by the Board in its sole discretion, if the Company and Executive achieve certain performance targets during certain performance periods proposed by management and approved by the Board. Awards from the Company’s Long-Term Incentive Plan are contributed to the Company’s Deferred Compensation Plan after the end of a performance period and vest over an additional 28-month period following the performance period end date.
Long-Term Incentive Opportunity. (a) The Executive shall be eligible to receive grants of equity based awards over shares of Cronos Group as follows:
(i) a one-time award of restricted stock units in December 2022 in respect of the 2022 fiscal year grant cycle with a target incentive opportunity of not less than US $1,444,500 (based on the grant date fair value of such award) (the “2022 LTIP Award”); and
(ii) beginning in the 2023 fiscal year grant cycle, annual grants with a target incentive opportunity of not less than US $1,937,500 (based on the grant date fair value of such awards); provided that the actual amount, if any, of the grants shall be determined by the Board or the Compensation Committee of the Board, as applicable, at its sole discretion. Any equity-based grants shall be governed by the terms and conditions of the equity award plan or any other applicable plan of Cronos Group or the applicable award agreement. Such plan or plans may be amended from time to time at Cronos Group’s sole discretion. For the avoidance of doubt, any outstanding equity-based awards held by the Executive as of the Effective Date shall remain outstanding and continue to vest in accordance with their terms. In the event of the cessation of the Executive’s employment for any reason, the Executive’s entitlements in respect of any equity-based awards shall be governed by the terms and conditions of the applicable equity award plan, any other applicable plan and the applicable award agreement, except as expressly set forth herein. The Executive shall not be eligible for any further grants of equity-based awards following the effective date of termination or damages in lieu thereof, regardless of any applicable notice period, pay in lieu of notice, severance payment or similar amount. In the event that prior to the grant of the 2022 LTIP Award the Executive’s employment is terminated by the Company without Just Cause, by the Executive with Good Reason or as a result of the Executive’s death or Disability, upon the occurrence of the employment termination, the Company shall either grant to the Executive (or Executive’s estate, if applicable) a fully vested 2022 LTIP Award or, at the Company’s option, pay to the Executive (or Executive’s estate, if applicable) cash in the amount of US $1,444,500.
(b) In addition, upon the Effective Date, the Board shall grant the Executive a one-time grant of equity-based awards, comprised of 3,000,000 restricted share units, vesting on the third anniversary of the grant d...
Long-Term Incentive Opportunity. During the Employment Period, for each year, inclusive of the 2022 fiscal year, Executive shall be eligible to be granted an annual long term incentive or equity award (the “Annual LTI”) as determined by the Board or the Compensation Committee in its sole discretion under such plans and programs as may be in effect for other senior-level executives at the time of grant; provided that the Annual LTI award for the 2022 fiscal year will have a target value equal to $500,000 and will be made as soon as practicable following the Start Date and no later than April 30, 2022.
Long-Term Incentive Opportunity. The Executive shall be eligible to receive annual grants of equity-based awards over shares of Cronos Group with an initial target incentive opportunity equal to 115% of Base Salary (based on the grant date fair value of such awards), provided that the actual amount, if any, of the grants shall be determined by the board of directors of Cronos Group (the “Board”) or the Compensation Committee of the Board, as applicable, at its sole discretion. Any equity-based grants shall be governed by the terms and conditions of the equity award plan or any other applicable plan of Cronos Group and the applicable award agreement, except as expressly set forth herein. Such plan or plans may be amended from time to time at Cronos Group’s sole discretion. In the event of the cessation of the Executive’s employment for any reason, the Executive’s entitlements in respect of any equity-based awards shall be governed by the terms and conditions of the applicable equity award plan, any other applicable plan and the applicable award agreement, except as expressly set forth herein. The Executive shall not be eligible for any further grants of equity-based awards following the last day of employment as specified in the Company’s or the Executive’s written notice of termination, as applicable, or to damages in lieu thereof, regardless of any applicable notice period, pay in lieu of notice, severance payment or similar amount.
Long-Term Incentive Opportunity. In order to further align the Executive with the Company’s stockholders, the Compensation Committee will grant the Executive restricted stock units (“RSUs”), non-qualified stock options (“SOs”), and performance share units (“PSUs”) related to performance during the performance periods described below, with an aggregate grant date value (based on the closing price of a share of Company common stock on the Employment Date) of $2,700,000, subject to the terms and conditions of the Hostess Brands, Inc. 2016 Equity Incentive Plan (the “Equity Incentive Plan”) within ninety (90) days after the Employment Date (the “Sign-On Equity”). The Sign-On Equity shall vest as follows: (i) RSUs: in equal or nearly equal installments of one-third of the award on each of the first, second, and third anniversaries of the Employment Date, (ii) SOs: in equal or nearly equal installments of one-fourth of the award on each of the first, second, third, and fourth anniversaries of the Employment Date and (iii) PSUs: 50% of which shall be subject to vesting on May 7, 2020 based upon the Company’s achievement of the applicable performance goal during the two-year performance period beginning on May 7, 2018 and ending on May 7, 2020, and 50% of which shall be subject to vesting on May 7, 2021 based upon the Company’s achievement of the applicable performance goal during the three-year performance period beginning on May 7, 2018 and ending on May 7, 2021 (each, the “PSU Vesting Date”), subject, in each case, to the Compensation Committee’s certification following the applicable performance period of the extent to which the performance goal has been satisfied, and subject further to the Executive’s continued employment with the Company through the applicable PSU Vesting Date. The parties agree that in the event of any termination of Executive’s employment except by the Company for Cause or a voluntary resignation by the Executive without Good Reason, the PSUs will become vested based on achievement of the applicable performance goal through the termination date, and pro-rated for the Executive’s period of employment, as further described in the applicable award agreement. The Company and the Executive shall enter into award agreements for each long term incentive award on terms substantially similar to the Company’s form award agreements, as revised to reflect the terms set forth herein. The Executive shall be eligible to receive long-term incentive awards in respect of each fiscal year ...
Long-Term Incentive Opportunity. The Executive shall be eligible to receive long-term incentive awards in respect of each fiscal year during the Term (“LTI”) under the Company’s long-term incentive program in an amount and on terms established by the Committee, commensurate with his position as Chief Executive Officer. For the 2020 fiscal year, the Executive shall be granted equity awards in connection with the Company’s regular grant cycle having an aggregate grant date value of $3,700,000 on terms established by the Committee, which shall be no less favorable than such terms as established generally for executive officers of the Company. Without limiting the scope of the foregoing, LTI awards shall contain retirement-based vesting provisions, as determined by the Compensation Committee after consultation with the Executive, that define retirement as termination of employment after either attainment of age 55 with at least 10 years of service or attainment of age 65 with at least 5 years of service.
