Long Term Incentive Plan (LTIP. The Company will establish a long-term incentive program (LTIP) for Executive. The first LTIP awards will cover the 3 year period 2019-2021, consisting of various equity incentive instruments, but whose value shall be 150% of Executive’s annual Base Salary for the year at issue (such value is the “Yearly LTIP Value”) subject to and on the terms described in Sections 3.7.1 and 3.7.2 as follows:
Long Term Incentive Plan (LTIP. Executive shall be entitled to participate in the Long Term Incentive Plan (“LTIP”) pursuant to the terms and conditions of such program as it may exist from time to time, and as it may be amended by the Board in its discretion, provided:
(i) Executive shall have a target annual award with a grant date value equal to 200% of Base Salary, which target value may be adjusted from time to time by the Board (or any duly authorized committee thereof) taking into account the goals of the compensation philosophy adopted by the Board as applied to the CEO, the Company’s financial performance, Executive’s individual performance, benchmark information provided by nationally recognized consultants retained by the Board (or any duly authorized committee thereof), and other factors the Board (or any duly authorized committee thereof) in its discretion may deem appropriate. The awards shall take the form of shares of restricted stock of the Company or options to acquire the Company’s common stock, pursuant to the terms and conditions of the Company’s 2004 Omnibus Stock Incentive Plan or any successor thereto (the “Plan”), subject to such terms as the Board (or any duly authorized committee thereof) shall determine in its discretion.
(ii) Any option granted under this Section 4(c) and all other options to acquire Company stock previously granted to Executive (collectively, the “Options”) shall continue to be and become exercisable in accordance with the terms of the related agreements (the “Option Agreements”) evidencing such Options and Executive shall continue to be able to exercise each such Option in accordance with the terms of the applicable Option Agreement until the earlier of (1) the expiration of the general term of the Option or (2) the later of the 15th day of the third month following the date at which, or December 31 of the calendar year in which, such Option would otherwise have ceased to be exercisable in accordance with the terms of the Option Agreement.
Long Term Incentive Plan (LTIP. Except as otherwise set forth in this Agreement, including paragraph 2(f), above, Employee’s grants under the Long-Term Incentive Plan for each grant year, if any, will be treated as illustrated on Attachment A. Employee will have 90 days following the Separation Date to exercise any vested stock appreciation rights. Employee understands that the value of any vested stock appreciation rights will be determined at the time of exercise, if any, and may differ from the value in the illustration contained on Attachment A.
Long Term Incentive Plan (LTIP. Employee agrees that Company will treat Employee as an involuntary termination “without cause” under the LTIP and grant agreements. Employee’s outstanding 2019, 2020, and 2021 LTIP awards are governed by the terms of the LTIP and Employee’s grant agreements. The Company will continue to prepare and file all Section 16 filings that Employee is required to file, including as a result of the LTIP vesting contemplated by this Agreement.
Long Term Incentive Plan (LTIP. In addition to any incentive compensation the Executive may receive in accordance with Sections 4.1 and 4.2 of this Agreement, pursuant to the terms of this Agreement, Executive will receive: a grant from the Company of 50,000 shares of the Company’s restricted stock equity which restricted stock grant shall vest one (1) year from the date of the grant. Executive shall also be entitled to receive additional equity grants pursuant to terms of the Company’s Equity Incentive Plan and Long-Term Incentive Plan. Executive will also receive annual equity grants in accordance with the determination of the Company’s Compensation Committee and Board of Directors.
Long Term Incentive Plan (LTIP. In 2014, you will be eligible to participate in the T-Mobile LTIP generally applicable to T-Mobile’s senior leadership and DT will recommend to the Compensation Committee that you have a target value of 250% of your annual base Salary and Target Bonus (Total Target Cash) and a vesting period of three years, as set forth in the LTIP and applicable award documents issued to similarly situated members of T-Mobile’s senior leadership team; this is subject to approval by the Compensation Committee. The specific terms and conditions will be outlined in the applicable plan document and any award documents once finalized. For 2013, after you commence employment at T-Mobile, you will be eligible to participate in T-Mobile’s Legacy LTIP (which includes vesting over a three year period, as set forth in the LTIP and applicable award documents issued to similarly situated members of T-Mobile’s senior leadership team) with a target value of $2,000,000 subject to approval by the Compensation Committee. The specific terms and conditions are set forth in the applicable plan document and as will be contained in any award documents which you will receive following the Closing. Payments At the Closing: Assuming Closing in 2013, your equity awards outstanding at the Closing : will vest and be treated according to their terms and the terms and conditions of the BCA and Section 4 of the Change in Control Agreement, dated effective as of May 12, 2011, by and between you and Metro, as amended (the “CIC Agreement”). Your 2013 annual cash performance award will also vest (at target) and be paid at the Closing.
Long Term Incentive Plan (LTIP. At the discretion of the Human Resource Committee of the Board of Directors, Executive may receive additional compensation for the 2009-2011 Long Term Incentive Plan.
Long Term Incentive Plan (LTIP. 5.1 Equinix acknowledges and agrees that in consequence of the Transaction, awards already granted under the LTIP as at the date of this Agreement will vest in respect of such number of Telecity Shares as may be determined by the Telecity remuneration committee in accordance with the LTIP rules and the Telecity remuneration committee has confirmed that:
(a) it anticipates (based on the measurement of achievement of the applicable performance condition to date) its determination of the extent to which the performance conditions relating to the 2013 LTIP Awards and 2014 LTIP Awards are satisfied will result in the vesting of:
(i) 0% of the maximum number of Telecity Shares subject to the 2013 LTIP Awards; and
(ii) 100% of the maximum number of Telecity Shares subject to the 2014 LTIP Awards (plus the related Dividend Equivalent Shares);
(b) it will test the performance conditions relating to the 2013 LTIP Awards and 2014 LTIP Awards by reference to the applicable reduced performance period and as to the actual satisfaction of the applicable performance condition shortly prior to the Effective Date (resulting in a performance adjusted award); and
(c) it will apply a time pro rata reduction of the performance adjusted awards on vesting to reflect the time elapsed between the date commencing on the first day of the performance period applicable to the corresponding award and the Effective Date.
5.2 Equinix agrees that any holder of a 2014 LTIP Award who is employed by the Telecity Group on the Effective Date shall in respect of the remainder of that 2014 LTIP Award be offered (at Equinix’s sole discretion) either (i) a Stock Award with a value as at the Effective Date determined in accordance with sub-paragraph (a) below or (ii) a conditional entitlement to a cash payment, in each case on the following terms:
(a) the amount of the cash payment, or the value of the grant under the Equinix RSU, shall be calculated as follows: Where: M is the maximum number of Telecity Shares in respect of which the 2014 LTIP Award was granted, N is the number of Telecity Shares in respect of which the 2014 LTIP Award actually vested on the Effective Date (which, for the purposes of this calculation only, shall not include any Dividend Equivalent Shares earned on such shares), (M – N) shall be uplifted by the number of Dividend Equivalent Shares that would have accrued on the number that is (M – N) if such number of Telecity Shares had vested on the Effective Date, and A is the ca...
Long Term Incentive Plan (LTIP. (i) Upon approval by the Compensation Committee of the Board, Employee will be granted a nonstatutory stock option (the “First Option”) to purchase 400,000 shares of the Company’s common stock under the Company’s stock option plan at an exercise price per share equal to the closing price on the Nasdaq National Market of a share of the Company’s common stock on the Employment Date. Provided Employee remains employed by the Company, the First Option will have a term of 10 years and will vest in annual installments on each of the first four anniversaries of the Employment Date.
(ii) Upon approval by the Compensation Committee of the Board, Employee will be granted a nonstatutory stock option (the “Second Option”) to purchase 400,000 shares of the Company’s common stock under the Company’s stock option plan at an exercise price per share equal to the closing price on the Nasdaq National Market of a share of the Company’s common stock on the Employment Date. Provided Employee remains employed by the Company, the Second Option will have a term of 10 years and will vest as to 25% of the shares subject to the Second Option upon the achievement of a “Trading Price Goal.” A Trading Price Goal will be achieved if and when, following the Employment Date, the Company’s common stock has first traded publicly for a period of at least 30 consecutive calendar days at or greater than a target closing price per share, as reported on the Nasdaq National Market, of (a) $4.50 on or before the third anniversary of the Employment Date, (b) $6.00 on or before the fourth anniversary of the Employment Date, (c) $8.00 on or before the fifth anniversary of the Employment Date and (d) $10.00 on or before the sixth anniversary of the Employment Date. Each of the foregoing closing price targets will be appropriately adjusted for any stock dividend, stock split or similar change in the Company’s capital structure occurring after the Employment Date. If a Trading Price Goal is not achieved on or before the respective anniversary date, the corresponding 25% portion of the Second Option will not vest and will terminate upon the applicable anniversary date. Except as otherwise specified in this paragraph or in Paragraph 5 of this Agreement, or in the Change in Control Agreement, Employee’s options as described herein will be governed by and subject to the terms and conditions of the Company’s standard form of stock option agreement (which Employee will be required to sign in connection with t...
Long Term Incentive Plan (LTIP. 4.1 The Executive will be eligible to participate in the Company’s LTIP and receive Share Incentives with a market value of at least $1,000,000 in any calendar year commencing in 2022, as determined at the sole discretion of the Compensation Committee and subject always to the terms of any award agreement and the applicable Share Incentive plan.
