Notice of Governing Law. This grant of Stock Units shall be governed by, and construed in accordance with, the laws of the State of California without regard to principles of conflict of laws. Complete and return this Election Form if you want to defer the settlement (payment) of stock units granted to you under The Gap, Inc. 2006 Long-Term Incentive Plan (the “Plan”). Stock units that are granted to you under the Plan (“Stock Units”) generally become payable as soon as practicable after the date which is three (3) years from the date of vesting (the “Original Payment Date”) in whole shares of common stock of The Gap, Inc. (the “Company”), with the balance, if any, in cash. Stock Units are immediately one hundred percent (100%) vested upon the Date of Grant. The Committee (as defined in the Plan) permits you to defer the settlement of your Stock Units beyond the Original Payment Date on a tax-deferred basis in accordance with the terms of the Plan. To achieve this favorable tax result, the amounts deferred will represent an unfunded and unsecured promise to pay on behalf of the Company. With respect to any amounts that you defer, you will become a general, unsecured creditor of the Company, which means that your deferral remains subject to the claims of the Company’s creditors, and, if the Company’s assets are insufficient to pay all of its creditors, you may not receive part or all of your deferral. Please note that the Plan has been amended to comply with Section 409A of the Internal Revenue Code (“Section 409A”). As a result, any deferral elections made with respect to Stock Units must comply with the requirements of Section 409A. This means that deferral elections can be accepted and become effective only if the following requirements (the “Deferral Requirements”) are satisfied: (a) the deferral election must be made at least twelve (12) months before the Original Payment Date; (b) the deferral election must defer the payment of the Stock Units for a period of not less than five (5) years from the Original Payment Date; and (c) the deferral election may not take effect until at least twelve (12) months after the date on which the election is made. Notwithstanding the foregoing and any election made hereunder, in accordance with Section 3(c) of the Stock Unit Agreement applicable to your Stock Units, the vested Stock Units will be paid to you (or in the event of your death, to your estate) as soon as practicable following the date you incur a Termination of Service for any reason, including, but not limited to, death, Disability, or Retirement (as such terms are defined in the Plan); provided, however, that payment will be made no earlier than six (6) months and one (1) day following the date of termination to the extent necessary to comply with Section 409A.
Appears in 1 contract
Samples: Stock Unit Agreement (Gap Inc)
Notice of Governing Law. This grant of Stock Units option shall be governed by, and construed in accordance with, the laws of the State of California without regard to principles of conflict of laws. Complete and return this Election Form if you want Optionee: «First_Name» «Middle_Name» «Last_Name» Date of Gxxxx: «Grant_Date» Grant Number: «Grant_Number» Shares subject to defer option: «Shares_Granted» Exercise price per share: «Grant_Price» Scheduled date of vesting of first installment (“Initial Vesting Date”) «Period_1_Vest» Number of shares scheduled to vest on Initial Vesting Date: «Period_1_Shares» Number of shares scheduled to vest per month after Initial Vesting Date: «Monthly_Vest» Expiration Date of the settlement Option: «Expiration_Date» On the date specified above, Genentech, Inc. (paymentthe “Company”) of stock units granted approved a grant to you under The Gapof the option described above to purchase shares of Genentech, Inc. 2006 Long-Term Common Stock (the “Shares”) under the Genentech, Inc. 2004 Equity Incentive Plan (the “Plan”). In addition to this Stock units that are granted Option Data Sheet, you will need to you under the Plan (“Stock Units”) generally become payable as soon as practicable after the date which is three (3) years from the date of vesting carefully read your nonqualified stock option grant agreement (the “Original Payment DateAgreement”) in whole shares of common stock of The Gap), Inc. the Plan, and the Plan prospectus (the “CompanyProspectus”) to understand the terms and conditions of your grant. These three documents, along with an extra copy of the Agreement for your signature, the current Annual Report, a Notice of Exercise and Instructions to the Notice of Exercise are attached to this Stock Option Data Sheet. This option is a valuable security and should be safeguarded accordingly. After you have reviewed these documents and understand your rights and obligations, please sign the Acknowledgment attached to the Agreement and return the entire document via courier using the package provided. The Acknowledgment does not commit or obligate you to purchase any shares from this option. Once you are able to begin exercising your option, you must complete a Notice of Exercise and submit it to Corporate Securities Administration (MS#49), along with a form of payment permitted under the balanceoption for the full purchase price of the shares being purchased. If you have any questions, if anyplease feel free to contact Corporate Securities Administration at: By accepting this option, in cash. I, «First_Name» «Middle_Name» «Last_Name»:
(a) agree that I have read the Agreement, the Stock Units are immediately one hundred percent (100%) vested upon Option Data Sheet, and the Date of Grant. The Committee (as defined in Prospectus, and have been able to access and view the Plan) permits you to defer , and understand the settlement of your Stock Units beyond the Original Payment Date on a tax-deferred basis in accordance with the terms of the Plan. To achieve this favorable tax result, the amounts deferred will represent an unfunded rights and unsecured promise to pay on behalf of the Company. With respect to any amounts that you defer, you will become a general, unsecured creditor of the Company, which means that your deferral remains subject to the claims of the Company’s creditors, and, if the Company’s assets are insufficient to pay all of its creditors, you may not receive part or all of your deferral. Please note that the Plan has been amended to comply with Section 409A of the Internal Revenue Code (“Section 409A”). As a result, any deferral elections made obligations with respect to Stock Units must comply with this option as set forth in the requirements of Section 409A. This means that deferral elections can be accepted Agreement and become effective only if the following requirements (Plan, including, for example, the “Deferral Requirements”) are satisfied: (a) the deferral election must be made at least twelve (12) months before the Original Payment Date; rules on vesting and early termination;
(b) agree to all the deferral election must defer terms and conditions contained in the payment of Agreement, the Stock Units for a period of not less than five (5) years from Option Data Sheet and the Original Payment DatePlan; and and
(c) the deferral election may not take effect until at least twelve (12) months after agree that as of the date on which hereof, the election is made. Notwithstanding Agreement, the foregoing Stock Option Data Sheet and any election made hereunder, in accordance with Section 3(c) the Plan set forth the entire understanding between the Company and me regarding the acquisition of the Stock Unit Agreement applicable to your Stock Units, the vested Stock Units will be paid to you (or in the event of your death, to your estate) as soon as practicable following the date you incur a Termination of Service for any reason, including, but not limited to, death, Disability, or Retirement (as such terms are defined in the Plan); provided, however, that payment will be made no earlier than six (6) months shares and one (1) day following the date of termination to the extent necessary to comply supersede all prior oral and written agreements with Section 409A.respect thereto.
Appears in 1 contract
Samples: Nonqualified Stock Option Grant Agreement (Genentech Inc)
Notice of Governing Law. This grant of Restricted Stock Units shall be governed by, and construed in accordance with, the laws of the State of California without regard to principles of conflict of laws. Complete [Remainder of page left blank] ELECTION UNDER SECTION 83(B) OF THE INTERNAL REVENUE CODE OF 1986 The undersigned taxpayer hereby elects, pursuant to Sections 55 and return this Election Form if you want to defer the settlement (payment83(b) of stock units granted to you under The Gap, Inc. 2006 Long-Term Incentive Plan (the “Plan”). Stock units that are granted to you under the Plan (“Stock Units”) generally become payable as soon as practicable after the date which is three (3) years from the date of vesting (the “Original Payment Date”) in whole shares of common stock of The Gap, Inc. (the “Company”), with the balance, if any, in cash. Stock Units are immediately one hundred percent (100%) vested upon the Date of Grant. The Committee (as defined in the Plan) permits you to defer the settlement of your Stock Units beyond the Original Payment Date on a tax-deferred basis in accordance with the terms of the Plan. To achieve this favorable tax result, the amounts deferred will represent an unfunded and unsecured promise to pay on behalf of the Company. With respect to any amounts that you defer, you will become a general, unsecured creditor of the Company, which means that your deferral remains subject to the claims of the Company’s creditors, and, if the Company’s assets are insufficient to pay all of its creditors, you may not receive part or all of your deferral. Please note that the Plan has been amended to comply with Section 409A of the Internal Revenue Code (“Section 409A”)of 1986, as amended, to include in taxpayer's gross income or alternative minimum taxable income, as the case may be, for the current taxable year the amount of any compensation taxable to taxpayer in connection with taxpayer's receipt of the property described below
1. As a resultThe name, any deferral elections made address, taxpayer identification number and taxable year of the undersigned are as follows:
2. The property with respect to Stock Units must comply with which the requirements of Section 409A. This means that deferral elections can be accepted and become effective only if the following requirements election is made is described as follows: shares (the “Deferral Requirements”"Shares") are satisfied: (a) the deferral election must be made at least twelve (12) months before the Original Payment Date; (b) the deferral election must defer the payment of the Common Stock Units for a period of not less than five LSI Logic Corporation Storage Systems, Inc. (5) years from the Original Payment Date; and (c) the deferral election may not take effect until at least twelve (12) months after the "Company").
3. The date on which the election property was transferred is: , .
4. The property is madesubject to the following restrictions: The Shares may not be transferred and are subject to forfeiture under the terms of an agreement between the taxpayer and the Company. Notwithstanding These restrictions lapse upon the satisfaction of certain conditions contained in such agreement.
5. The fair market value at the time of transfer, determined without regard to any restriction other than a restriction which by its terms will never lapse, of such property is: $ .
6. The amount (if any) paid for such property is: $ . The undersigned has submitted a copy of this statement to the person for whom the services were performed in connection with the undersigned's receipt of the above-described property. The transferee of such property is the person performing the services in connection with the transfer of said property. The undersigned understands that the foregoing and any election made hereundermay not be revoked except with the consent of the Commissioner. Dated: ---------------------------------, --------- -------------------------------------------- TAXPAYER The undersigned spouse of taxpayer joins in accordance with Section 3(cthis election. Dated: ---------------------------------, --------- -------------------------------------------- SPOUSE OF TAXPAYER 1 ENGENIO INFORMATION TECHNOLOGIES, INC. AMENDMENT TO RESTRICTED STOCK AGREEMENT This Amendment (the "Amendment") to the Restricted Stock Agreement (the "Agreement") of Xxxxxxx Xxxxx (the Stock Unit Agreement applicable to your Stock Units"Employee") is made this 9th day of July 2004 by and between the Employee and Engenio Information Technologies, Inc. (the vested Stock Units will be paid to you (or in the event of your death, to your estate) as soon as practicable following the date you incur a Termination of Service for any reason, including, but not limited to, death, Disability, or Retirement (as such terms are defined in the Plan"Company"); provided, however, that payment will be made no earlier than six (6) months and one (1) day following the date of termination to the extent necessary to comply with Section 409A..
Appears in 1 contract
Samples: Restricted Stock Agreement (Engenio Information Technologies, Inc.)
Notice of Governing Law. This grant of Restricted Stock Units shall be governed by, and construed in accordance with, the laws of the State of California without regard to principles of conflict of laws. Complete [Remainder of page left blank] ELECTION UNDER SECTION 83(B) OF THE INTERNAL REVENUE CODE OF 1986 The undersigned taxpayer hereby elects, pursuant to Sections 55 and return this Election Form if you want to defer the settlement (payment83(b) of stock units granted to you under The Gap, Inc. 2006 Long-Term Incentive Plan (the “Plan”). Stock units that are granted to you under the Plan (“Stock Units”) generally become payable as soon as practicable after the date which is three (3) years from the date of vesting (the “Original Payment Date”) in whole shares of common stock of The Gap, Inc. (the “Company”), with the balance, if any, in cash. Stock Units are immediately one hundred percent (100%) vested upon the Date of Grant. The Committee (as defined in the Plan) permits you to defer the settlement of your Stock Units beyond the Original Payment Date on a tax-deferred basis in accordance with the terms of the Plan. To achieve this favorable tax result, the amounts deferred will represent an unfunded and unsecured promise to pay on behalf of the Company. With respect to any amounts that you defer, you will become a general, unsecured creditor of the Company, which means that your deferral remains subject to the claims of the Company’s creditors, and, if the Company’s assets are insufficient to pay all of its creditors, you may not receive part or all of your deferral. Please note that the Plan has been amended to comply with Section 409A of the Internal Revenue Code (“Section 409A”)of 1986, as amended, to include in taxpayer's gross income or alternative minimum taxable income, as the case may be, for the current taxable year the amount of any compensation taxable to taxpayer in connection with taxpayer's receipt of the property described below
1. As a resultThe name, any deferral elections made address, taxpayer identification number and taxable year of the undersigned are as follows:
2. The property with respect to Stock Units must comply with which the requirements of Section 409A. This means that deferral elections can be accepted and become effective only if the following requirements election is made is described as follows: shares (the “Deferral Requirements”"Shares") are satisfied: (a) the deferral election must be made at least twelve (12) months before the Original Payment Date; (b) the deferral election must defer the payment of the Class A Common Stock Units for a period of not less than five Engenio Information Technologies, Inc. (5) years from the Original Payment Date; and (c) the deferral election may not take effect until at least twelve (12) months after the "Company").
3. The date on which the election property was transferred is: , .
4. The property is madesubject to the following restrictions: The Shares may not be transferred and are subject to forfeiture under the terms of an agreement between the taxpayer and the Company. Notwithstanding These restrictions lapse upon the satisfaction of certain conditions contained in such agreement.
5. The fair market value at the time of transfer, determined without regard to any restriction other than a restriction which by its terms will never lapse, of such property is: $ .
6. The amount (if any) paid for such property is: $ . The undersigned has submitted a copy of this statement to the person for whom the services were performed in connection with the undersigned's receipt of the above-described property. The transferee of such property is the person performing the services in connection with the transfer of said property. The undersigned understands that the foregoing and any election made hereundermay not be revoked except with the consent of the Commissioner. Dated: ---------------------------------, --------- -------------------------------------------- TAXPAYER The undersigned spouse of taxpayer joins in accordance with Section 3(cthis election. Dated: ---------------------------------, --------- -------------------------------------------- SPOUSE OF TAXPAYER 1 ENGENIO INFORMATION TECHNOLOGIES, INC. AMENDMENT TO RESTRICTED STOCK AGREEMENT This Amendment (the "Amendment") to the Restricted Stock Agreement (the "Agreement") of [NONEMPLOYEE DIRECTOR NAME] (the Stock Unit Agreement applicable to your Stock Units"Nonemployee Director") is made this 9th day of July 2004 by and between the Nonemployee Director and Engenio Information Technologies, Inc. (the vested Stock Units will be paid to you (or in the event of your death, to your estate) as soon as practicable following the date you incur a Termination of Service for any reason, including, but not limited to, death, Disability, or Retirement (as such terms are defined in the Plan"Company"); provided, however, that payment will be made no earlier than six (6) months and one (1) day following the date of termination to the extent necessary to comply with Section 409A..
Appears in 1 contract
Samples: Restricted Stock Agreement (Engenio Information Technologies, Inc.)
Notice of Governing Law. This grant of Stock Units shall be governed by, and construed in accordance with, the laws of the State of California without regard to principles of conflict of laws. Complete and return this Election Form if you want to defer the settlement (payment) of stock units granted to you under The Gap, Inc. 2006 Long-Term Incentive Plan (the “Plan”). Stock units that are granted to you under the Plan (“Stock Units”) generally become payable as soon as practicable after the date which is three (3) years from the date of vesting (the “Original Payment Date”) in whole shares of common stock of The Gap, Inc. (the “Company”), with the balance, if any, in cash. Stock Units are immediately one hundred percent (100%) vested upon the Date of Grant. The Committee (as defined in the Plan) permits you to defer the settlement of your Stock Units beyond the Original Payment Date on a tax-deferred basis in accordance with the terms of the Plan. To achieve this favorable tax result, the amounts deferred will represent an unfunded and unsecured promise to pay on behalf of the Company. With respect to any amounts that you defer, you will become a general, unsecured creditor of the Company, which means that your deferral remains subject to the claims of the Company’s creditors, and, if the Company’s assets are insufficient to pay all of its creditors, you may not receive part or all of your deferral. Please note that the Plan has been amended to comply with Section 409A of the Internal Revenue Code (“Section 409A”). As a result, any deferral elections made with respect to Stock Units must comply with the requirements of Section 409A. This means that deferral elections can be accepted and become effective only if the following requirements (the “Deferral Requirements”) are satisfied: (a) the deferral election must be made at least twelve (12) months before the Original Payment Date; (b) the deferral election must defer the payment of the Stock Units for a period of not less than five (5) years from the Original Payment Date; and (c) the deferral election may not take effect until at least twelve (12) months after the date on which the election is made. Notwithstanding the foregoing and any election made hereunder, in accordance with Section 3(c) of the Stock Unit Agreement applicable to your Stock Units, the vested Stock Units will be paid to you (or in the event of your death, to your estate) as soon as practicable following the date you incur a Termination of Service for any reason, including, but not limited to, death, Disability, or Retirement (as such terms are defined in the Plan); provided, however, that payment will be made no earlier than six (6) months and one (1) day following the date of termination to the extent necessary to comply with Section 409A..
Appears in 1 contract
Samples: Stock Unit Agreement (Gap Inc)
Notice of Governing Law. This grant of Stock Units shall be governed by, and construed in accordance with, the laws of the State of California without regard to principles of conflict of laws. Complete and return this Election Form if you want to defer the settlement (payment) of stock units granted to you under The Gap, Inc. 2006 2011 Long-Term Incentive Plan (the “Plan”). Stock units that are granted to you under the Plan (“Stock Units”) generally become payable as soon as practicable after the date which is three (3) years from the date of vesting (the “Original Payment Date”) in whole shares of common stock of The Gap, Inc. (the “Company”), with the balance, if any, in cash. Stock Units are immediately one hundred percent (100%) vested upon the Date of Grant. The Committee (as defined in the Plan) permits you to defer the settlement of your Stock Units beyond the Original Payment Date on a tax-deferred basis in accordance with the terms of the Plan. To achieve this favorable tax result, the amounts deferred will represent an unfunded and unsecured promise to pay on behalf of the Company. With respect to any amounts that you defer, you will become a general, unsecured creditor of the Company, which means that your deferral remains subject to the claims of the Company’s creditors, and, if the Company’s assets are insufficient to pay all of its creditors, you may not receive part or all of your deferral. Please note that the Plan has been amended to comply with Section 409A of the Internal Revenue Code (“Section 409A”). As a result, any deferral elections made with respect to Stock Units must comply with the requirements of Section 409A. This means that deferral elections can be accepted and become effective only if the following requirements (the “Deferral Requirements”) are satisfied: (a) the deferral election must be made at least twelve (12) months before the Original Payment Date; (b) the deferral election must defer the payment of the Stock Units for a period of not less than five (5) years from the Original Payment Date; and (c) the deferral election may not take effect until at least twelve (12) months after the date on which the election is made. Notwithstanding the foregoing and any election made hereunder, in accordance with Section paragraph 3(c) of the Stock Unit Agreement applicable to your Stock Units, the vested Stock Units will be paid to you (or in the event of your death, to your estate) as soon as practicable following the date you incur a Termination of Service for any reason, including, but not limited to, death, Disability, or Retirement (as such terms are defined in the Plan); provided, however, that payment will be made no earlier than six (6) months and one (1) day following the date of termination to the extent necessary to comply with Section 409A.409A. In addition, in accordance with paragraph 3(d), of the Stock Unit Agreement applicable to your Stock Units, the vested Stock Units will be paid to you (or in the event of your death, to your estate) as soon as practicable following the date of certain changes in control of the Company or other similar events.
Appears in 1 contract
Notice of Governing Law. This grant of Stock Units shall be governed by, and construed in accordance with, the laws of the State of California without regard to principles of conflict of laws. Complete and return this Election Form if you want to defer the settlement (payment) of stock units granted to you under The Gap, Inc. 2006 Long-Term Incentive Plan (the “Plan”). Stock units that are granted to you under the Plan (“Stock Units”) generally become payable as soon as practicable after the date which is three (3) years from the date of vesting (the “Original Payment Date”) in whole shares of common stock of The Gap, Inc. (the “Company”), with the balance, if any, in cash. Stock Units are immediately one hundred percent (100%) vested upon the Date of Grant. The Committee (as defined in the Plan) permits you to defer the settlement of your Stock Units beyond the Original Payment Date on a tax-deferred basis in accordance with the terms of the Plan. To achieve this favorable tax result, the amounts deferred will represent an unfunded and unsecured promise to pay on behalf of the Company. With respect to any amounts that you defer, you will become a general, unsecured creditor of the Company, which means that your deferral remains subject to the claims of the Company’s creditors, and, if the Company’s assets are insufficient to pay all of its creditors, you may not receive part or all of your deferral. Please note that the Plan has been amended to comply with Section 409A of the Internal Revenue Code (“Section 409A”). As a result, any deferral elections made with respect to Stock Units must comply with the requirements of Section 409A. This means that deferral elections can be accepted and become effective only if the following requirements (the “Deferral Requirements”) are satisfied: (a) the deferral election must be made at least twelve (12) months before the Original Payment Date; (b) the deferral election must defer the payment of the Stock Units for a period of not less than five (5) years from the Original Payment Date; and (c) the deferral election may not take effect until at least twelve (12) months after the date on which the election is made. Notwithstanding the foregoing and any election made hereunder, in accordance with Section paragraph 3(c) of the Stock Unit Agreement applicable to your Stock Units, the vested Stock Units will be paid to you (or in the event of your death, to your estate) as soon as practicable following the date you incur a Termination of Service for any reason, including, but not limited to, death, Disability, or Retirement (as such terms are defined in the Plan); provided, however, that payment will be made no earlier than six (6) months and one (1) day following the date of termination to the extent necessary to comply with Section 409A.409A. In addition, in accordance with paragraph 3(d), of the Stock Unit Agreement applicable to your Stock Units, the vested Stock Units will be paid to you (or in the event of your death, to your estate) as soon as practicable following the date of certain changes in control of the Company or other similar events.
Appears in 1 contract
Notice of Governing Law. This grant of Stock Units shall be governed by, and construed in accordance with, the laws of the State of California without regard to principles of conflict of laws. Complete and return this Election Form if you want to defer the settlement (payment) of stock units granted to you under The Gap, Inc. 2006 2011 Long-Term Incentive Plan (the “Plan”) on [DATE OF GRANT] (“Date of Grant”). Stock units that are granted to you under the Plan (“Stock Units”) generally become payable as soon as practicable (but not later than 90 days) after the date which is three (3) years from the date Date of vesting Grant (the “Original Payment Date”) in whole shares of common stock of The Gap, Inc. (the “Company”), with the balance, if any, in cash. Stock Units are immediately one hundred percent (100%) vested upon the Date of Grant. The Committee (as defined in the Plan) permits you to defer the settlement of your Stock Units beyond the Original Payment Date on a tax-deferred basis in accordance with the terms of the Plan. To achieve this favorable tax result, the amounts deferred will continue to represent an unfunded and unsecured promise to pay on behalf of the Company. With respect to any amounts that you defer, you will become a general, unsecured creditor of the Company, which means that your deferral remains subject to the claims of the Company’s creditors, and, if the Company’s assets are insufficient to pay all of its creditors, you may not receive part or all of your deferral. Please note that the Plan has been amended to comply with Section 409A of the Internal Revenue Code (“Section 409A”). As a result, any deferral elections made with respect to Stock Units must comply with the requirements of Section 409A. This means that deferral elections can be accepted and become effective only if the following requirements (the “Deferral Requirements”) are satisfied: (a) the deferral election must be made at least twelve (12) months before the Original Payment Date; (b) the deferral election must defer the payment of the Stock Units for a period of not less than five (5) years from the Original Payment Date; and (c) the deferral election may not take effect until at least twelve (12) months after the date on which the election is made. Notwithstanding the foregoing and any election made hereunder, in accordance with Section paragraph 3(c) of the Stock Unit Agreement applicable to your Stock Units, the vested Stock Units will be paid to you (or in the event of your death, to your estate) as soon as practicable (but not later than 90 days) following the date you incur a Termination of Service for any reason, including, but not limited to, death, Disability, or Retirement (as such terms are defined in the Plan); provided, however, that that, in accordance with Section 8 of the Stock Unit Agreement, payment will be made no earlier than six (6) months and one (1) day following the date of termination to the extent necessary to comply with Section 409A.409A. In addition, in accordance with paragraph 3(d), of the Stock Unit Agreement applicable to your Stock Units, the vested Stock Units will be paid to you (or in the event of your death, to your estate) as soon as practicable (but not later than 90 days) following the date of certain changes in control of the Company.
Appears in 1 contract