Payment of Restricted Stock Units. (a) Except as provided in Section 4(b) below, payment of vested Restricted Stock Units shall be made to Grantee within 60 days following the date the units become vested in accordance with Section 2, except to the extent deferred by Grantee in accordance with procedures as the Committee, or its delegate, may prescribe from time to time. (b) To the extent Grantee's right to receive payment of the Restricted Stock Units constitutes a "deferral of compensation" within the meaning of Section 409A of the Code (because, for example, Grantee is Retirement eligible (or could become Retirement eligible during the term of this Agreement) or is a party to a Change in Control Agreement with the Corporation), then notwithstanding Section 4(a) hereof, payment of vested Restricted Stock Units shall be made to Grantee within 60 days following the earlier of: (i) Grantee's "separation from service" within the meaning of Section 409A of the Code; provided, however, that if Grantee is a "specified employee" within the meaning of Section 409A of the Code (as determined pursuant to the Company's policy for identifying specified employees) on the date of the Grantee's separation from service, then to the extent required to comply with Section 409A of the Code, payment shall be delayed until the first business day that is more than six months after the date of his or her separation from service; or (ii) the applicable Vesting Date(s) as provided in Section 2(a). (c) Payment of vested Restricted Stock Units shall be in the form of one (1) Share for each full Restricted Stock Unit; provided that if payment would be less than ten (10) Shares, or if payment would result in fractional shares, then, if so determined by the Committee or its delegate, in its sole discretion, payment may be made in cash in lieu of Shares.
Appears in 5 contracts
Samples: Restricted Stock Unit Award Agreement (Duke Energy CORP), Restricted Stock Unit Award Agreement (Duke Energy Florida, Llc.), Restricted Stock Unit Award Agreement (Duke Energy Florida, Llc.)
Payment of Restricted Stock Units. (a) Except as provided set forth in Section 4(b) below4(d), payment as soon as reasonably practicable following the lapse of vested Restricted Stock Units shall be made to Grantee within 60 the applicable portion of the Period of Restriction, but in no event later than 90 days following the date of such lapse, the units become vested Company shall cause to be delivered to the Participant (a) the full number of Shares underlying the Restricted Stock Units as to which such portion of the Period of Restriction has so lapsed (a “Share Settlement”), (b) a cash payment determined by reference to the then-current Fair Market Value of such Shares or (c) a combination of Shares and such cash payment as the Committee, in its sole discretion, shall determine, subject to satisfaction of applicable Tax Withholding Obligations (as defined in and in accordance with Section 2, except to the extent deferred by Grantee in accordance with procedures as the Committee, or its delegate, may prescribe from time to time.
(b) To the extent Grantee's right to receive payment of the Restricted Stock Units constitutes a "deferral of compensation" within the meaning of Section 409A of the Code (because, for example, Grantee is Retirement eligible (or could become Retirement eligible during the term 6 of this Agreement) or is a party to a Change in Control Agreement with the Corporation), then notwithstanding Section 4(a) hereof, payment of vested Restricted Stock Units shall be made to Grantee within 60 days following the earlier of: (i) Grantee's "separation from service" within the meaning of Section 409A of the Code; provided, however, that if Grantee the Participant’s Termination occurs under any circumstances other than death, any such delivery of Shares or cash payment due to lapse of the Period of Restriction upon such Termination shall be delayed for six months from the date of such Participant’s Termination if the Participant is a "“specified employee" within the meaning of ” (as such term is defined in Section 409A 409A(a)(2)(B)(i) of the Code (Code) determined in accordance with the methodology established by the Company as determined pursuant to the Company's policy for identifying specified employees) in effect on the date of such Termination. Notwithstanding the Grantee's separation from serviceforegoing, if the Participant is at the time of an issuance of Shares pursuant hereto, or has been in the six-month period preceding an issuance of Shares pursuant hereto, an “officer” of the Company as defined in Rule 16a-1(f) promulgated pursuant to the Exchange Act (or any successor rule)(a “Section 16 Officer”), then to the extent required to comply with Section 409A payment of the Code, payment shall be delayed until the first business day that is more than six months after the date of his or her separation from service; or (ii) the applicable Vesting Date(s) as provided in Section 2(a).
(c) Payment of vested Restricted Stock Units shall to such Participant may only be in the form of one (1) a Share for each full Restricted Stock Unit; provided that if payment would be less than ten (10) SharesSettlement, unless otherwise elected by the Participant and permitted by the Committee or the Board, or if payment would result in fractional shares, then, if so unless otherwise determined by the Committee or its delegate, in its sole discretion, payment may be made in cash in lieu of Sharesthe Board.
Appears in 2 contracts
Samples: Restricted Stock Unit Award Agreement (Visa Inc.), Restricted Stock Unit Award Agreement (Visa Inc.)
Payment of Restricted Stock Units. a. Subject to Section 6 hereof, as soon as reasonably practical, and in any event no later than March 31 after such vesting occurs, the Company shall (a) Except issue and deliver to the Participant the number of shares of Common Stock equal to the number of Vested Units and any Dividend Equivalents credited with respect to such Vested Units; and (b) enter the Participant's name on the books of the Company as provided the shareholder of record with respect to the shares of Common Stock delivered to the Participant; provided, however, that the Committee may in Section 4(bits sole discretion elect to pay cash or pay part cash and part Common Stock in lieu of delivering only shares of Common Stock. If a cash payment is made in lieu of delivering shares of Common Stock, the amount shall be equal to the product of (a) below, payment the Fair Market Value of vested a share of Common Stock on the vesting date and (b) the number of Restricted Stock Units shall be made to Grantee within 60 days following the date the units become vested in accordance with Section 2, except to the extent deferred by Grantee in accordance with procedures as the Committee, or its delegate, may prescribe from time to timevesting on that date.
(b) To b. If the extent Grantee's right to receive payment of the Restricted Stock Units constitutes Participant is deemed a "deferral of compensationspecified employee" within the meaning of Section 409A of the Code (becauseCode, as determined by the Committee, at a time when the Participant becomes eligible for example, Grantee is Retirement eligible (or could become Retirement eligible during settlement of the term of this Agreement) or is a party to a Change in Control Agreement with the Corporation), then notwithstanding Section 4(a) hereof, payment of vested Restricted Stock Units shall be made to Grantee within 60 days following the earlier of: (i) Grantee's upon Participant’s "separation from service" within the meaning of Section 409A of the Code; provided, however, that if Grantee is a "specified employee" within the meaning of Section 409A of the Code (as determined pursuant to the Company's policy for identifying specified employees) on the date of the Grantee's separation from service, then to the extent required necessary to comply with prevent any accelerated or additional tax under Section 409A of the Code, payment shall such settlement will be delayed until the first business day earlier of: (a) the date that is more than six months after following the date of his or her Participant's separation from service; or service and (iib) the applicable Vesting Date(s) as provided in Section 2(a)Participant's death.
(c) Payment of vested c. To the extent that the Participant does not vest in any Restricted Stock Units, all interest in such Restricted Stock Units and any related Dividend Equivalents shall be forfeited. The Participant has no right or interest in the form of one (1) Share for each full any Restricted Stock Unit; provided Units that if payment would be less than ten (10) Shares, or if payment would result in fractional shares, then, if so determined by the Committee or its delegate, in its sole discretion, payment may be made in cash in lieu of Sharesare forfeited.
Appears in 1 contract
Samples: Restricted Stock Unit Award Agreement (First Internet Bancorp)
Payment of Restricted Stock Units. a. Subject to Section 6 hereof, as soon as reasonably practical, and in any event no later than March 15 of the calendar year following the calendar year in which such vesting occurs, the Company shall (a) Except issue and deliver to the Participant the number of shares of Common Stock equal to the number of Vested Units and any Dividend Equivalents credited with respect to such Vested Units; and (b) enter the Participant's name on the books of the Company as provided the shareholder of record with respect to the shares of Common Stock delivered to the Participant; provided, however, that the Committee may in Section 4(bits sole discretion elect to pay cash or pay part cash and part Common Stock in lieu of delivering only shares of Common Stock. If a cash payment is made in lieu of delivering shares of Common Stock, the amount shall be equal to the product of (a) below, payment the Fair Market Value of vested a share of Common Stock on the vesting date and (b) the number of Restricted Stock Units shall be made to Grantee within 60 days following the date the units become vested in accordance with Section 2, except to the extent deferred by Grantee in accordance with procedures as the Committee, or its delegate, may prescribe from time to timevesting on that date.
(b) To b. If the extent Grantee's right to receive payment of the Restricted Stock Units constitutes Participant is deemed a "deferral of compensationspecified employee" within the meaning of Section 409A of the Code (becauseCode, as determined by the Committee, at a time when the Participant becomes eligible for example, Grantee is Retirement eligible (or could become Retirement eligible during settlement of the term of this Agreement) or is a party to a Change in Control Agreement with the Corporation), then notwithstanding Section 4(a) hereof, payment of vested Restricted Stock Units shall be made to Grantee within 60 days following the earlier of: (i) Grantee's upon his "separation from service" within the meaning of Section 409A of the Code; provided, however, that if Grantee is a "specified employee" within the meaning of Section 409A of the Code (as determined pursuant to the Company's policy for identifying specified employees) on the date of the Grantee's separation from service, then to the extent required necessary to comply with prevent any accelerated or additional tax under Section 409A of the Code, payment shall such settlement will be delayed until the first business day earlier of: (a) the date that is more than six months after following the date of his or her Participant's separation from service; or service and (iib) the applicable Vesting Date(s) as provided in Section 2(a)Participant's death.
(c) Payment of vested c. To the extent that the Participant does not vest in any Restricted Stock Units, all interest in such Restricted Stock Units and any related Dividend Equivalents shall be forfeited. The Participant has no right or interest in the form of one (1) Share for each full any Restricted Stock Unit; provided Units that if payment would be less than ten (10) Shares, or if payment would result in fractional shares, then, if so determined by the Committee or its delegate, in its sole discretion, payment may be made in cash in lieu of Sharesare forfeited.
Appears in 1 contract
Samples: Restricted Stock Unit Award Agreement (First Internet Bancorp)
Payment of Restricted Stock Units. a. Subject to Section 6 hereof, as soon as reasonably practical, and in any event no later than March 31 after such vesting occurs, the Company shall (a) Except issue and deliver to the Participant the number of shares of Common Stock equal to the number of Vested Units and any Dividend Equivalents credited with respect to such Vested Units; and (b) enter the Participant's name on the books of the Company as provided the shareholder of record with respect to the shares of Common Stock delivered to the Participant; provided, however, that the Committee may in Section 4(bits sole discretion elect to pay cash or pay part cash and part Common Stock in lieu of delivering only shares of Common Stock. If a cash payment is made in lieu of delivering shares of Common Stock, the amount shall be equal to the product of (a) below, payment the Fair Market Value of vested a share of Common Stock on the vesting date and (b) the number of Restricted Stock Units shall be made to Grantee within 60 days following the date the units become vested in accordance with Section 2, except to the extent deferred by Grantee in accordance with procedures as the Committee, or its delegate, may prescribe from time to timevesting on that date.
(b) To b. If the extent Grantee's right to receive payment of the Restricted Stock Units constitutes Participant is deemed a "deferral of compensationspecified employee" within the meaning of Section 409A of the Code (becauseCode, as determined by the Committee, at a time when the Participant becomes eligible for example, Grantee is Retirement eligible (or could become Retirement eligible during settlement of the term of this Agreement) or is a party to a Change in Control Agreement with the Corporation), then notwithstanding Section 4(a) hereof, payment of vested Restricted Stock Units shall be made to Grantee within 60 days following the earlier of: (i) Grantee's upon his "separation from service" within the meaning of Section 409A of the Code; provided, however, that if Grantee is a "specified employee" within the meaning of Section 409A of the Code (as determined pursuant to the Company's policy for identifying specified employees) on the date of the Grantee's separation from service, then to the extent required necessary to comply with prevent any accelerated or additional tax under Section 409A of the Code, payment shall such settlement will be delayed until the first business day earlier of: (a) the date that is more than six months after following the date of his or her Participant's separation from service; or service and (iib) the applicable Vesting Date(s) as provided in Section 2(a)Participant's death.
(c) Payment of vested c. To the extent that the Participant does not vest in any Restricted Stock Units, all interest in such Restricted Stock Units and any related Dividend Equivalents shall be forfeited. The Participant has no right or interest in the form of one (1) Share for each full any Restricted Stock Unit; provided Units that if payment would be less than ten (10) Shares, or if payment would result in fractional shares, then, if so determined by the Committee or its delegate, in its sole discretion, payment may be made in cash in lieu of Sharesare forfeited.
Appears in 1 contract
Samples: Restricted Stock Unit Award Agreement (First Internet Bancorp)
Payment of Restricted Stock Units. a. Subject to Section 5 hereof, as soon as reasonably practical, and in any event no later than March 15 of the calendar year following the calendar year in which such vesting occurs, the Company shall (a) Except issue and deliver to the Participant the number of shares of Common Stock equal to the number of Vested Units and any Dividend Equivalents credited with respect to such Vested Units; and (b) enter the Participant's name on the books of the Company as provided the shareholder of record with respect to the shares of Common Stock delivered to the Participant; provided, however, that the Committee may in Section 4(bits sole discretion elect to pay cash or pay part cash and part Common Stock in lieu of delivering only shares of Common Stock. If a cash payment is made in lieu of delivering shares of Common Stock, the amount shall be equal to the product of (a) below, payment the Fair Market Value of vested a share of Common Stock on the vesting date and (b) the number of Restricted Stock Units shall be made to Grantee within 60 days following the date the units become vested in accordance with Section 2, except to the extent deferred by Grantee in accordance with procedures as the Committee, or its delegate, may prescribe from time to timevesting on that date.
(b) To b. If the extent Grantee's right to receive payment of the Restricted Stock Units constitutes Participant is deemed a "deferral of compensationspecified employee" within the meaning of Section 409A of the Code (becauseCode, as determined by the Committee, at a time when the Participant becomes eligible for example, Grantee is Retirement eligible (or could become Retirement eligible during settlement of the term of this Agreement) or is a party to a Change in Control Agreement with the Corporation), then notwithstanding Section 4(a) hereof, payment of vested Restricted Stock Units shall be made to Grantee within 60 days following the earlier of: (i) Grantee's upon his "separation from service" within the meaning of Section 409A of the Code; provided, however, that if Grantee is a "specified employee" within the meaning of Section 409A of the Code (as determined pursuant to the Company's policy for identifying specified employees) on the date of the Grantee's separation from service, then to the extent required necessary to comply with prevent any accelerated or additional tax under Section 409A of the Code, payment shall such settlement will be delayed until the first business day earlier of: (a) the date that is more than six months after following the date of his or her Participant's separation from service; or service and (iib) the applicable Vesting Date(s) as provided in Section 2(a)Participant's death.
(c) Payment of vested c. To the extent that the Participant does not vest in any Restricted Stock Units, all interest in such Restricted Stock Units and any related Dividend Equivalents shall be forfeited. The Participant has no right or interest in the form of one (1) Share for each full any Restricted Stock Unit; provided Units that if payment would be less than ten (10) Shares, or if payment would result in fractional shares, then, if so determined by the Committee or its delegate, in its sole discretion, payment may be made in cash in lieu of Sharesare forfeited.
Appears in 1 contract
Samples: Restricted Stock Unit Award Agreement (First Internet Bancorp)