Performance Feature. If the vesting of a Restricted Share Unit is subject to a performance condition, the following additional terms and conditions will apply to that Award: • The Participant will have the right to receive from 0% to 200% of the number of Shares indicated on the grant date, based on achievement of performance goals established by the Committee for that Award. • The performance period is three years. Attainment of performance goals for the three-year period will be determined or certified, as applicable, by the Committee on a date as soon as practicable following the end of the performance period (the “Determination Date”). • Notwithstanding paragraph 2 of the Award Agreement, the vesting date of the Award shall be the later of the date set forth in paragraph 2 and the Determination Date. To vest in the Award, the Participant must remain employed with the Company or a Subsidiary until such vesting date, except as otherwise set forth in paragraph 4. In any case, except where payment of the Award is made upon a Change in Control within the meaning of Treas. Reg. § 1.409-3(i)(5), in no event will payment of the Award occur outside of the time period set forth in paragraph 2. • In the event of termination of the Participant’s employment with the Company (including its Subsidiaries) before the vesting of the Restricted Share Unit by reason of death, disability, retirement or divestiture, each as described in paragraph 4, payment of the Restricted Share Unit will be based on the extent to which the performance objectives established by the Committee have been attained following the end of the performance period. • In the event of a Change in Control, the performance feature of the Award will cease to apply and the Award will be converted into a time-based award in accordance with the formula set forth in Section 12(a)(v) of the Plan. The vesting and payment of such Award will then be governed in accordance with paragraph 4. • Notwithstanding anything to the contrary in the Award Agreement, if the Participant is or may be a Covered Employee, Section 13 of the Plan will be applicable to the Award to the extent that the Award qualifies for the transition rule set forth in Section 13601(e)(2) of the Tax Cuts and Jobs Act, P.L. 115-97. This Appendix A contains additional (or, if so indicated, different) terms and conditions that govern the Restricted Share Units if the Participant resides and/or works outside of the United States. Capitalized terms used but not defined herein shall have the same meanings assigned to them in the Plan and the Global Restricted Share Unit Award Agreement (the “Award Agreement”).
Appears in 5 contracts
Samples: Restricted Share Unit Award Agreement (Arconic Inc.), Restricted Share Unit Award Agreement (Arconic Inc.), Restricted Share Unit Award Agreement (Arconic Inc.)
Performance Feature. If the vesting of a Restricted Share Unit is subject to a performance condition, the following additional terms and conditions will apply to that Award: • The Participant will have the right to receive from 0% to 200% of the number of Shares indicated on the grant date, based on achievement of performance goals established by the Committee for that Award. • The performance period is three years. Attainment of performance goals for the three-year period will be determined or certified, as applicable, by the Committee on a date as soon as practicable following the end of the performance period (the “Determination Date”). • Notwithstanding paragraph 2 of the Award Agreement, the vesting date of the Award shall be the later of the date set forth in paragraph 2 and the Determination Date. To vest in the Award, the Participant must remain employed with the Company or a Subsidiary until such vesting date, except as otherwise set forth in paragraph 4. In any case, except where payment of the Award is made upon a Change in Control within the meaning of Treas. Reg. § 1.409-3(i)(51.409A-3(i)(5), in no event will payment of the Award occur outside of the time period set forth in paragraph 2. • In the event of termination of the Participant’s employment with the Company (including its Subsidiaries) before the vesting of the Restricted Share Unit by reason of death, disability, retirement or divestiture, each as described in paragraph 4, payment of the Restricted Share Unit will be based on the extent to which the performance objectives established by the Committee have been attained following the end of the performance period. • In the event of a Change in Control, the performance feature of the Award will cease to apply and the Award will be converted into a time-based award in accordance with the formula set forth in Section 12(a)(v) of the Plan. The vesting and payment of such Award will then be governed in accordance with paragraph 4. • Notwithstanding anything to the contrary in the Award Agreement, if the Participant is or may be a Covered Employee, Section 13 of the Plan will be applicable to the Award to the extent that the Award qualifies for the transition rule set forth in Section 13601(e)(2) of the Tax Cuts and Jobs Act, P.L. 115-97. This Appendix A contains additional (or, if so indicated, different) terms and conditions that govern the Restricted Share Units if the Participant resides and/or works outside of the United States. Capitalized terms used but not defined herein shall have the same meanings assigned to them in the Plan and the Global Restricted Share Unit Award Agreement (the “Award Agreement”).
Appears in 4 contracts
Samples: Restricted Share Unit Award Agreement, Restricted Share Unit Award Agreement (Howmet Aerospace Inc.), Restricted Share Unit Award Agreement (Howmet Aerospace Inc.)
Performance Feature. If the vesting of a Restricted Share Unit is subject to a performance condition, the following additional terms and conditions will apply to that Award: • The Participant will have the right to receive from 0% to 200% of the number of Shares indicated on the grant date, based on achievement of performance goals established by the Committee for that Award. • The performance period is three yearsfiscal years of the Company. Attainment of performance goals for the three-three- year period will be determined or certified, as applicable, by the Committee on a date as soon as practicable following the end of the performance period (the “Determination Date”). • Notwithstanding paragraph 2 of the Award Agreement, the vesting date of the Award shall be the later of the date set forth in paragraph 2 and the Determination Date. To vest in the Award, the Participant must remain employed with the Company or a Subsidiary until such vesting date, except as otherwise set forth in paragraph 4. In any case, except where payment settlement of the Award is made upon a Change in Control within the meaning of Treas. Reg. § 1.409-3(i)(51.409A-3(i)(5), in no event will payment settlement of the Award occur outside of the time period set forth in paragraph 2. • In the event of termination of the Participant’s employment with the Company (including its Subsidiaries) before the vesting of the Restricted Share Unit by reason of death, disability, retirement or divestiture, each as described in paragraph 4, payment settlement of the Restricted Share Unit will be based on the extent to which the performance objectives goals established by the Committee have been attained following the end of the performance period. • In the event of a Change in Control, the performance feature of the Award will cease to apply and the Award will be converted into a time-based award in accordance with the formula set forth in Section 12(a)(v) of the Plan. The vesting and payment settlement of such Award will then be governed in accordance with paragraph 4. • Notwithstanding anything to the contrary in the Award Agreement, if the Participant is or may be a Covered Employee, Section 13 of the Plan will be applicable to the Award to the extent that the Award qualifies for the transition rule set forth in Section 13601(e)(2) of the Tax Cuts and Jobs Act, P.L. 115-97. This Appendix A contains additional (or, if so indicated, different) terms and conditions that govern the Restricted Share Units if the Participant resides and/or works outside of the United States. Capitalized terms used but not defined herein shall have the same meanings assigned to them in the Plan and the Global Restricted Share Unit Award Agreement (the “Award Agreement”).
Appears in 2 contracts
Samples: Restricted Share Unit Award Agreement, Restricted Share Unit Award Agreement
Performance Feature. If the vesting of a Restricted Share Unit is subject to a performance condition, the following additional terms and conditions will apply to that Award: • The Participant will have the right to receive from 0% to 200% of the number of Shares indicated on the grant date, based on achievement of performance goals established by the Committee for that Award. • The performance period is three yearsfiscal years of the Company. Attainment of performance goals for the three-year period will be determined or certified, as applicable, by the Committee on a date as soon as practicable following the end of the performance period (the “Determination Date”). • Notwithstanding paragraph 2 of the Award Agreement, the vesting date of the Award shall be the later of the date set forth in paragraph 2 and the Determination Date. To vest in the Award, the Participant must remain employed with the Company or a Subsidiary until such vesting date, except as otherwise set forth in paragraph 4. In any case, except where payment settlement of the Award is made upon a Change in Control within the meaning of Treas. Reg. § 1.409-3(i)(51.409A-3(i)(5), in no event will payment settlement of the Award occur outside of the time period set forth in paragraph 2. • In the event of termination of the Participant’s employment with the Company (including its Subsidiaries) before the vesting of the Restricted Share Unit by reason of death, disability, retirement or divestiture, each as described in paragraph 4, payment settlement of the Restricted Share Unit will be based on the extent to which the performance objectives goals established by the Committee have been attained following the end of the performance period. • In the event of a Change in Control, the performance feature of the Award will cease to apply and the Award will be converted into a time-based award in accordance with the formula set forth in Section 12(a)(v) of the Plan. The vesting and payment settlement of such Award will then be governed in accordance with paragraph 4. • Notwithstanding anything to the contrary in the Award Agreement, if the Participant is or may be a Covered Employee, Section 13 of the Plan will be applicable to the Award to the extent that the Award qualifies for the transition rule set forth in Section 13601(e)(2) of the Tax Cuts and Jobs Act, P.L. 115-97. This Appendix A contains additional (or, if so indicated, different) terms and conditions that govern the Restricted Share Units if the Participant resides and/or works outside of the United States. Capitalized terms used but not defined herein shall have the same meanings assigned to them in the Plan and the Global Restricted Share Unit Award Agreement (the “Award Agreement”).
Appears in 2 contracts
Samples: Restricted Share Unit Award Agreement (Arconic Corp), Restricted Share Unit Award Agreement (Arconic Corp)
Performance Feature. If the vesting of a Restricted Share Unit is subject to a performance condition, the following additional terms and conditions will apply to that Award: • The Participant will have the right to receive from 0% to 200% of the number of Shares indicated on the grant date, based on achievement of performance goals established by the Committee for that Award. • The performance period is three years. Attainment of performance goals for the three-year period will be determined or certified, as applicable, by the Committee on a date as soon as practicable following the end of the performance period (the “Determination Date”). • Notwithstanding paragraph 2 of the Award Agreement, the vesting date of the Award shall be the later of the date set forth in paragraph 2 and the Determination Date. To vest in the Award, the Participant must remain employed with the Company or a Subsidiary until such vesting date, except as otherwise set forth in paragraph 4. In any case, except where payment settlement of the Award is made upon a Change in Control within the meaning of Treas. Reg. § 1.409-3(i)(51.409A-3(i)(5), in no event will payment settlement of the Award occur outside of the time period set forth in paragraph 2. • In the event of termination of the Participant’s employment with the Company (including its Subsidiaries) before the vesting of the Restricted Share Unit by reason of death, disability, retirement or divestiture, each as described in paragraph 4, payment settlement of the Restricted Share Unit will be based on the extent to which the performance objectives established by the Committee have been attained following the end of the performance period. • In the event of a Change in Control, the performance feature of the Award will cease to apply and the Award will be converted into a time-based award in accordance with the formula set forth in Section 12(a)(v) of the Plan. The vesting and payment settlement of such Award will then be governed in accordance with paragraph 4. • Notwithstanding anything to the contrary in the Award Agreement, if the Participant is or may be a Covered Employee, Section 13 of the Plan will be applicable to the Award to the extent that the Award qualifies for the transition rule set forth in Section 13601(e)(2) of the Tax Cuts and Jobs Act, P.L. 115-97. This Appendix A contains additional (or, if so indicated, different) terms and conditions that govern the Restricted Share Units if the Participant resides and/or works outside of the United States. Capitalized terms used but not defined herein shall have the same meanings assigned to them in the Plan and the Global Restricted Share Unit Award Agreement (the “Award Agreement”).
Appears in 1 contract
Samples: Restricted Share Unit Award Agreement (Arconic Corp)
Performance Feature. If the vesting of a Restricted Share Unit is subject to a performance condition, the following additional terms and conditions will apply to that Award: • The Participant will have the right to receive from 0% to 200% of the number of Shares indicated on the grant date, based on achievement of performance goals established by the Committee for that Award. • The performance period is three yearsfiscal years of the Company. Attainment of performance goals for the three-year period will be determined or certified, as applicable, by the Committee on a date as soon as practicable following the end of the performance period (the “Determination Date”). • Notwithstanding paragraph 2 of the Award Agreement, the vesting date of the Award shall be the later of the date set forth in paragraph 2 and the Determination Date. To vest in the Award, the Participant must remain employed with the Company or a Subsidiary until such vesting date, except as otherwise set forth in paragraph 4. In any case, except where payment settlement of the Award is made upon a Change in Control within the meaning of Treas. Reg. § 1.409-3(i)(51.409A-3(i)(5), in no event will payment settlement of the Award occur outside of the time period set forth in paragraph 2. • In the event of termination of the Participant’s employment with the Company (including its Subsidiaries) before the vesting of the Restricted Share Unit by reason of death, disability, retirement or divestiture, each as described in paragraph 4, payment settlement of the Restricted Share Unit will be based on the extent to which the performance objectives goals established by the Committee have been attained following the end of the performance period. • In the event of a Change in Control, the performance feature of the Award will cease to apply and the Award will be converted into a time-based award in accordance with the formula set forth in Section 12(a)(v) of the Plan. The vesting and payment settlement of such Award will then be governed in accordance with paragraph 4. • Notwithstanding anything to the contrary in the Award Agreement, if the Participant is or may be a Covered Employee, Section 13 of the Plan will be applicable to the Award to the extent that the Award qualifies for the transition rule set forth in Section 13601(e)(2) of the Tax Cuts and Jobs Act, P.L. 115For Non-97. U.S. Participants This Appendix A contains additional (or, if so indicated, different) terms and conditions that govern the Restricted Share Units if the Participant resides and/or works outside of the United States. Capitalized terms used but not defined herein shall have the same meanings assigned to them in the Plan and the Global Restricted Share Unit Award Agreement (the “Award Agreement”).
Appears in 1 contract
Samples: Restricted Share Unit Award Agreement (Arconic Corp)