PBRSUs Sample Clauses

PBRSUs. The Administrator hereby grants to Participant <NUMBER OF PBRSUs> PBRSUs, each PBRSU representing the right to receive one share of Stock upon and subject to the restrictions, terms and conditions set forth below. The Stock issued upon vesting of the PBRSUs, if any, shall be referred to hereinafter as the “Shares”. The actual number of PBRSUs granted herein, if any, shall be subject to adjustment as set forth on Schedule A.
Sample 1Sample 2Sample 3See All (7)
AutoNDA by SimpleDocs
PBRSUs. If you Retire (as defined below) at least one year after the Grant Date and prior to the expiration of the Performance Period, the number of your earned PBRSUs shall be a pro rata portion of the number of PBRSUs that would have been earned if you had remained employed throughout the Performance Period, determined based on actual performance, which PBRSUs shall be vested and nonforfeitable and shall be settled at the expiration of the Performance Period, subject to Paragraph 5(a) above, in accordance with the terms on the preceding Designations pages under “Settlement” and Paragraph 3 hereof. The pro rata portion of such earned PBRSUs shall be determined by multiplying the number of PBRSUs that would have been earned times the Proration Fraction (as defined above). If you Retire less than one year after the Grant Date, your PBRSUs shall be forfeited. You shall be deemed to have “Retired” upon Separation from Service (this excludes separating from employment due to death, disability, or for Cause (as defined in Section 11.03 of the Plan)) on or after the earlier of (x) your attainment of 65 years of age and at least 5 years of service with the Company or (y) your attainment of age 55 and at least 10 years of service with the Company.
Sample 1Sample 2Sample 3See All (4)
PBRSUs. If you die or incur a disability (as defined below) prior to the end of the applicable Performance Period, the number of your earned PBRSUs shall be a pro rata portion of the number of PBRSUs that would have been earned if you had remained employed (and not become disabled, as applicable) throughout the Performance Period, determined assuming Target performance. The earned PBRSUs shall be vested and nonforfeitable and shall be settled in accordance with the terms on the preceding Designations pages under “Settlement” and Paragraph 3 hereof. The pro rata portion shall be determined by multiplying the number of PBRSUs that would have been so earned by a fraction (the “Proration Fraction”), the numerator of which is the number of days you were employed prior to your death or disability during the Performance Period, and the denominator of which is the total number of days in the Performance Period. You will be “disabled” for purposes of this Paragraph 5(a) if you have a disability (as determined under Treasury Regulations Section 1.409A-3(i)(4)).
Sample 1Sample 2Sample 3
PBRSUs. If on or after the occurrence of a Change in Control (as defined in Section 3.08(b) of the Plan), but prior to the first anniversary of the effective date of the Change in Control and prior to the expiration of the Performance Period, you (x) have an involuntary Separation from Service the Company other than for Cause (as defined in Section 11.03 of the Plan) and other than on account of death or disability (as provided in Paragraph 5(a)), or (y) have a voluntary termination for Good Reason (as defined below), then any unearned PBRSUs shall be deemed earned at the Target level and shall be immediately vested and no longer subject to forfeiture, and shall be settled in accordance with the terms on the preceding Designations pages under “Settlement” and Paragraph 3 hereof. For purposes hereof, “Good Reason” means the occurrence any one or more of the following actions or omissions after a Change in Control and without your written consent: (A) a material reduction in your base compensation (i.e., base salary and annual incentive); (B) the Company’s requiring you to be based at any office or location more than 50 miles from the location at which you were based prior to the date of the Change in Control, and also farther from your residence than the location at which you were based prior to the date of the Change in Control; or (C) any material adverse change in your responsibilities (including offices, titles, and reporting responsibilities) or duties.
Sample 1Sample 2Sample 3
PBRSUs. For 2017, the Company shall grant PBRSUs with an at-target value of $500,000 on the date of grant, subject to certain performance requirements as described in Exhibit B and the terms of the ICP.
Sample 1
PBRSUs. If you die or incur a disability (as defined below) prior to the end of the applicable Performance Period, the number of your earned PBRSUs shall be a pro rata portion of the number of PBRSUs that would have been earned if you had remained employed (and not become disabled, as applicable) throughout the Performance Period, determined assuming Target performance. The earned PBRSUs shall be vested and nonforfeitable and shall be settled in accordance with the terms on the preceding Designations pages under “Settlement” and Paragraph 3 hereof. The pro rata portion shall be determined by multiplying the number of PBRSUs that would have been so earned by a
Sample 1
PBRSUs. If on or after the occurrence of a Change in Control (as defined in Section 3.08(b) of the Plan), but prior to the first anniversary of the effective date of the Change in Control and prior to the expiration of the Performance Period, you (x) have an involuntary Separation from Service the Company other than for Cause (as defined in Section 11.03 of the Plan) and other than on account of death or disability (as provided in Paragraph 5(a)), or (y) have a voluntary termination for Good Reason (as defined below), then any unearned PBRSUs shall be deemed earned at the Target level and shall be immediately vested and no longer subject to forfeiture, and shall be settled in accordance with the terms on the preceding Designations pages under “Settlement” and Paragraph 3 hereof. For purposes hereof, “Good Reason” means the occurrence any one or more of the following actions or
Sample 1
AutoNDA by SimpleDocs

Related to PBRSUs

  • RSUs The Continuing Stock Units shall continue to vest in accordance with the terms of the Original RSU Award Documents, on the same basis as such stock units would have become vested if Executive had remained employed under this Agreement through the Scheduled Expiration Date. Except as otherwise expressly provided herein, all such Continuing Stock Units shall be subject to, and administered in accordance with, the Original RSU Award Documents. Any of Executive’s restricted stock unit awards that have not become vested on or before the Termination Date, and that are outstanding at the Termination Date, but which are not Continuing Stock Units, shall automatically terminate on the Termination Date. Notwithstanding any term or provision of the Original RSU Award Documents:

  • Performance Shares The Performance Shares earned by the Grantee will be determined and delivered to the Grantee as soon as practicable subsequent to the determination of the Corporation’s financial results for the Performance Cycle and approval by the Plan Administrator. The corresponding shares of the Corporation’s common stock will be purchased on the open market.

  • Company Restricted Stock Units At the Effective Time of the First Merger, each Company Restricted Stock Unit then outstanding shall be assumed by Parent (each, an “Assumed RSU”). Subject to, and in accordance with, the terms of the applicable Company Stock Plan and any applicable award or other agreement, each Assumed RSU shall be converted into the right to receive the number of shares of Parent Common Stock (or an amount in respect thereof for cash settled Company Restricted Stock Unit) equal to the number of shares of Company Common Stock subject to the Company Restricted Stock Unit multiplied by the Stock Award Exchange Ratio (rounded down to the nearest whole number of shares of Parent Common Stock). Each Company Restricted Stock Unit shall have the same terms and conditions as were in effect immediately prior to the Effective Time of the First Merger other than with respect to those Company Restricted Stock Units listed (i) in Section 5.9(c)(i) of the Company Disclosure Schedule that were subject to performance based vesting conditions prior to the date of this Agreement and that shall be deemed issued and vested in their entirety at the Effective Time of the First Merger and released from any forfeiture rights pertaining to such shares in favor of Company, Parent or Surviving Entity, and (ii) in Section 5.9(c)(ii) of the Company Disclosure Schedule, which shall be deemed issued in their entirety at the Effective Time of the First Merger, which shall be converted into the right to receive Parent Common Stock according to the same formula applied to the Assumed RSUs above, and which shall be subject to quarterly vesting over a two-year period following the Effective Date in accordance with the terms of the 2006 Plan. Except as set forth in this Section 5.9(c). Company shall not take or permit any action that would accelerate vesting of any Company Restricted Stock Unit, except to the extent required by the terms of any such Company Restricted Stock Unit as in effect on the date hereof. Copies of the relevant agreements governing such Company Restricted Stock Unit and the vesting thereof have been provided to Parent. Except as set forth in this Section 5.9(c), all outstanding rights that Company may hold immediately prior to the Effective Time of the First Merger to the forfeiture of shares of Company Common Stock subject to the Company Restricted Stock Unit shall be assigned to Parent in the First Merger and shall thereafter be held by Parent upon the same terms and conditions in effect immediately prior to the Effective Time of the First Merger, except that the shares forfeitable pursuant to such rights shall be appropriately adjusted to reflect the Stock Award Exchange Ratio.

  • Stock Vesting Unless otherwise approved by the Board of Directors, all stock options and other stock equivalents issued after the date of this Agreement to employees, directors, consultants and other service providers shall be subject to vesting as follows: (a) twenty-five percent (25%) of such stock shall vest at the end of the first year following the earlier of the date of issuance or such person’s services commencement date with the company, and (b) seventy-five percent (75%) of such stock shall vest over the remaining three (3) years. With respect to any shares of stock purchased by any such person, the Company’s repurchase option shall provide that upon such person’s termination of employment or service with the Company, with or without cause, the Company or its assignee shall have the option to purchase at cost any unvested shares of stock held by such person.

  • RSU Award An RSU Award shall be similar in nature to a Restricted Stock Award except that no shares of Stock are actually transferred to the Holder until a later date specified in the applicable Award Agreement. Each RSU shall have a value equal to the Fair Market Value of a share of Stock.

  • Performance Share Units The Committee may, in its discretion, grant to Executive performance share units subject to performance vesting conditions (collectively, the “Performance Units”), which shall be subject to restrictions on their sale as set forth in the Plan and an associated Performance Unit Grant Letter.

  • Stock Units As used herein, the term “Stock Unit” shall mean a non-voting unit of measurement which is deemed for bookkeeping purposes to be equivalent to one outstanding share of the Company’s Common Stock (“Share”) solely for purposes of the Plan and this Award Agreement. The Stock Units shall be used solely as a device for the determination of the payment to eventually be made to the Participant if such Stock Units vest pursuant to this Award Agreement. The Stock Units shall not be treated as property or as a trust fund of any kind.

  • Restricted Shares Employee hereby accepts the Restricted Shares when issued and agrees with respect thereto as follows:

  • Vesting of Restricted Stock Units The restrictions and conditions of Section 1 of this Agreement shall lapse on the Vesting Date or Dates specified in the following schedule so long as the Grantee remains in a Business Relationship (as defined in Section 3 below) on such Dates. If a series of Vesting Dates is specified, then the restrictions and conditions in Section 1 shall lapse only with respect to the number of Restricted Stock Units specified as vested on such date. Incremental Number of Restricted Stock Units Vested Vesting Date _____________ (___%) ____________ _____________ (___%) ____________ _____________ (___%) ____________ The Administrator may at any time accelerate the vesting schedule specified in this Section 2.

  • Performance Stock Units The Company may grant to Executive performance stock units (“PSUs”) pursuant to the Incentive Plan. All PSUs are subject to and conditioned on approval of the grant and its terms by the Board. All granted PSUs shall vest as provided in the applicable PSU grant notice and grant agreement (“PSU Agreement”). All PSUs shall be subject to the terms and conditions of the Incentive Plan and a PSU Agreement in a form prescribed by the Company, which Executive must sign as a condition to receiving the PSUs.

Time is Money Join Law Insider Premium to draft better contracts faster.