Performance Vesting Requirement. The “Performance Vesting Requirement” means the achievement of the “Performance Goals,” which are performance criteria established by the Committee pursuant to Section 8 of the Plan and set forth in Appendix A attached hereto.
Performance Vesting Requirement. (A) The Performance-Based RSUs shall, so long as the Employee remains employed with the Company or its Subsidiaries through the Vesting Date (or the provisions of Section 2(a)(i)(C) otherwise apply), vest on the Vesting Date as follows: up to 100% of the Maximum Performance-Based RSUs awarded hereunder shall become vested if and to the extent that, during the Performance Period, (x) the 2010 Actual Adjusted EBITDA, as compared to the 2010 Budgeted Adjusted EBITDA, and (y) the 2010 Actual Adjusted EPS, as compared to the 2010 Budgeted Adjusted EPS, is achieved, in each case by certain specified percentages, relative to a targeted 2010 Budgeted Adjusted EBITDA amount (the “2010 EBITDA Target”) and a 2010 Budgeted Adjusted EPS amount (the “2010 EPS Target”), respectively, all as set forth on Schedule I attached hereto and incorporated by reference herein.
(B) Whether and to what extent the Performance-Based RSUs have become vested shall be determined by the Committee at its first meeting after the Financial Statement Approval Date following the end of the Performance Period (the “Determination Date”), upon the Committee’s certification of achievement of the applicable performance goals set forth in Section 2(a)(ii)(A) above.
(C) Notwithstanding anything set forth in this Section 2(b) to the contrary, if the Board does not establish, within the first 120 days of calendar year 2010, any or either of the 0000 XXXXXX Target or the 2010 EPS Target, the Performance-Based RSUs shall, so long as the Employee remains employed with the Company or its Subsidiaries through the Vesting Date (or an event described in Section 2(a)(i)(C) occurs), become 100% vested as to the number of Target Performance-Based RSUs awarded hereunder, and all other Performance-Based RSUs granted hereunder shall be forfeited without consideration.
Performance Vesting Requirement. (A) The RSUs shall, so long as the Employee remains employed with the Company or its Subsidiaries through the Vesting Date (or the provisions of Section 2(a)(i) otherwise apply), vest on the Vesting Date in an amount equal to the product of (1) the Target RSU Award and (2) the applicable Total Shareholder Return Multiplier, as determined under Schedule I attached hereto and incorporated by reference herein.
(B) Whether and to what extent the RSUs shall vest shall be determined by the Committee at its first meeting following the end of the Performance Period (which shall occur in no event later than 75 days after the end of the calendar year in which the Performance Period ends (i.e., by no later than March 15, 2015)), upon the Committee’s certification of achievement of the applicable performance goals set forth in Section 2(a)(ii)(A) above.
Performance Vesting Requirement. The “Performance Vesting Requirement” means the performance-based vesting Restrictions for the Restricted Shares. The Performance Vesting Requirement shall be satisfied by the achievement of the “Performance Goals,” which are performance criteria established by the Committee pursuant to Article XI of the Plan and set forth in Appendix A attached hereto. After the end of the 2011 calendar year, the Committee will review and analyze Approach’s performance for the 2011 calendar year and determine whether the Performance Vesting Requirement has been satisfied. If the Committee determines that the Performance Vesting Requirement has been satisfied, the Committee will certify the achievement of each of the Performance Goals for the 2011 calendar year and then the Time Vesting Requirement in Section 2(a)(ii) below will be the remaining Restriction applicable to the Restricted Shares. If the Committee determines that the Performance Vesting Requirement has not been satisfied, (i) the Participant shall have no rights whatsoever in and to any of the Restricted Shares, (ii) all of the Restricted Shares shall automatically revert to Approach at no cost and (iii) neither the Participant nor any of his or her heirs, beneficiaries, executors, administrators or other personal representatives shall have any rights with respect thereto. The Committee’s certification of the achievement of the Performance Goals will be effective as of December 31, 2011, regardless of any delay in the Committee’s determination of whether the Performance Goals were satisfied for the 2011 calendar year. The Committee shall have the sole discretion for determining whether the Performance Vesting Requirement has been satisfied and any such determination shall be conclusive.
Performance Vesting Requirement. (A) The MSUs shall, so long as the Employee remains employed with the Company or its Subsidiaries through the Vesting Date (or the provisions of Section 2(a)(i)(B) or
(C) otherwise apply), vest on the Vesting Date as to a number of shares of Common Stock equal to: the product of (x) the Target MSU Award and (y) the Stock Price Multiplier, provided that, no MSUs shall be earned if the Ending Stock Price is less than fifty percent (50%) of the Beginning Stock Price.
(B) Whether and to what extent the MSUs shall vest shall be determined by the Committee at its first meeting following the end of the Award Period (which shall occur in no event later than 75 days after the end of the calendar year in which the Award Period ends (i.e., by no later than March 15, 2014)), upon the Committee’s certification of achievement of the applicable performance goals set forth in Section 2(a)(ii)(A) above.
Performance Vesting Requirement. The performance period for this Award shall commence on the first day of fiscal year 2009 and shall end on the last day of fiscal year 2011. The Award shall be subject to performance vesting requirements based upon the achievement of the Performance Goals as set forth in Appendix A to this Agreement.
Performance Vesting Requirement. (a) The “Performance Period” for the Award shall be the 3-year period commencing on January 1, 2023 and ending on December 31, 2025. The Award shall be subject to performance vesting requirements based upon the achievement of the Company’s performance goals as established by the Committee under the EIP and subject to certification of the degree of achievement of such performance measures by the Committee.
(b) The Company performance measures (“Metrics”) are (1) Industrial Return on Invested Capital (“Industrial ROIC”), (2) Adjusted Diluted Earnings Per Share (“Adjusted EPS”), and (3) Relative Total Shareholder Return (“Relative TSR”), in each case as defined in Schedule A.
(c) The number of the Units earned under this Agreement by the Participant will be determined at the end of the Performance Period and in each case is based on the level of achievement of the Metrics, your individual performance and demonstration of Company values and having remained with the Company in a comparable weighted key leadership position for the Performance Period pursuant to and in accordance with Schedule A. All determinations of whether the Metrics have been achieved, the number of Units earned by the Participant, and all other matters related to this Section 2 shall be made by the Committee in its sole discretion.
Performance Vesting Requirement. (a) The “Performance Period” for this Award shall be the 36-month period commencing on January 1, 2011 and ending on December 31, 2013. The Award shall be subject to performance vesting requirements based upon the achievement of the Incentive Formula established under the Plan, adjusted so that the Award that is paid to the Employee hereunder does not exceed the amount computed under the performance goal specified below, subject to certification of the degree of achievement of such performance goal by the Committee.
(b) The measurement tool for determining level of achievement shall be Average Return on Invested Capital for the 36-month period beginning January 1, 2011 and ending December 31, 2013. Calculation of this measurement tool will be performed by the Committee, subject to all authority granted under the terms of the Plan.
(c) Notwithstanding any other term of this Agreement to the contrary, in order to be eligible to vest in any portion of the Award, Employee must also have entered into an agreement containing restrictive covenants concerning limitations on Employee’s behavior following termination of employment that is satisfactory to the Company and its affiliates.
Performance Vesting Requirement. The Performance Stock Units subject to this Award (the “PSUs”) shall performance vest based on performance during the Performance Period as set forth in Exhibit A.
Performance Vesting Requirement. The Performance Restricted Stock Unit Award shall, so long as the Employee remains employed with the Company or its Subsidiaries through the Vesting Date (or the provisions of Section 2(a)(iii) otherwise apply), vest on the Vesting Date as follows:
