Common use of Performance Vesting Clause in Contracts

Performance Vesting. The Shares of Restricted Stock that are eligible to vest pursuant to this Section 2(b) shall be referred to herein as “Performance Vesting Shares.” ​ (i) 237,133 Shares of Restricted Stock (the “Tranche 1 Performance Shares”) (including 189,706 Shares held by the Service Provider and 47,427 Shares held by the Trust) shall vest on any Measurement Date on which the Advent Group achieves a MOIC equal to at least two (2), subject to the Service Provider's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, the Tranche 1 Performance Units shall not vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of less than two (2). ​ (ii) 252,789 Shares of Restricted Stock (the “Tranche 2 Performance Shares”) (including 202,231 Shares held by the Service Provider and 50,558 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of two (2) and two and one-half (2.5) on any Measurement Date, subject to the Service Provider's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 2 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least two and one-half (2.5). ​ (iii) 336,916 Shares of Restricted Stock (the “Tranche 3 Performance Shares”) (including 269,533 Shares held by the Service Provider and 67,383 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of two and one-half (2.5) and three (3) on any Measurement Date, subject to the Service Provider's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 3 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least three (3). ​ (iv) 337,120 Shares of Restricted Stock (the “Tranche 4 Performance Shares”) (including 269,696 Shares held by the Service Provider and 67,424 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of three (3) and four (4) on any Measurement Date, subject to the Service Provider's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 4 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least four (4). ​ (v) Any Performance Vesting Shares that have not vested in connection with a Change in Control (after taking into account Performance Vesting Shares that vest in connection with such Change in Control) shall be forfeited, transferred and contributed to the Partnership for no consideration following such Change in Control. ​

Appears in 1 contract

Samples: Restricted Stock Agreement (Sovos Brands, Inc.)

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Performance Vesting. The Shares of Restricted Stock that are eligible to vest pursuant to this Section 2(b) shall be referred to herein as “Performance Vesting Shares.” ​ (i) 237,133 64,664 Shares of Restricted Stock (the “Tranche 1 Performance Shares”) (including 189,706 Shares held by the Service Provider and 47,427 Shares held by the Trust) shall vest on any Measurement Date on which the Advent Group achieves a MOIC equal to at least two (2), subject to the Service ProviderParticipant's continuous employment service with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, the Tranche 1 Performance Units shall not vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of less than two (2). ​ (ii) 252,789 68,964 Shares of Restricted Stock (the “Tranche 2 Performance Shares”) (including 202,231 Shares held by the Service Provider and 50,558 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of two (2) and two and one-half (2.5) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment service with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 2 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least two and one-half (2.5). (iii) 336,916 91,916 Shares of Restricted Stock (the “Tranche 3 Performance Shares”) (including 269,533 Shares held by the Service Provider and 67,383 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of two and one-half (2.5) and three (3) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment service with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 3 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least three (3). (iv) 337,120 91,970 Shares of Restricted Stock (the “Tranche 4 Performance Shares”) (including 269,696 Shares held by the Service Provider and 67,424 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of three (3) and four (4) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment service with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 4 Performance Shares shall vest if the Advent ​ ​ Group receives Advent Cash Amounts resulting in a MOIC of at least four (4). ​ (v) Any Performance Vesting Shares that have not vested in connection with a Change in Control (after taking into account Performance Vesting Shares that vest in connection with such Change in Control) shall be forfeited, transferred and contributed to the Partnership for no consideration following such Change in Control. ​

Appears in 1 contract

Samples: Restricted Stock Agreement (Sovos Brands, Inc.)

Performance Vesting. The Shares of Restricted Stock that are eligible to vest pursuant to this Section 2(b) shall be referred to herein as “Performance Vesting Shares.” ​ (i) 237,133 28,331 Shares of Restricted Stock (the “Tranche 1 Performance Shares”) (including 189,706 Shares held by the Service Provider and 47,427 Shares held by the Trust) shall vest on any Measurement Date on which the Advent Group achieves a MOIC equal to at least two (2), subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, the Tranche 1 Performance Units shall not vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of less than two (2). ​ (ii) 252,789 30,431 Shares of Restricted Stock (the “Tranche 2 Performance Shares”) (including 202,231 Shares held by the Service Provider and 50,558 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of two (2) and two and one-half (2.5) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 2 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least two and one-half (2.5). (iii) 336,916 40,559 Shares of Restricted Stock (the “Tranche 3 Performance Shares”) (including 269,533 Shares held by the Service Provider and 67,383 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of two and one-half (2.5) and three (3) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 3 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least three (3). ​ (iv) 337,120 40,583 Shares of Restricted Stock (the “Tranche 4 Performance Shares”) (including 269,696 Shares held by the Service Provider and 67,424 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of three (3) and four (4) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 4 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least four (4). ​ (v) Any Performance Vesting Shares that have not vested in connection with a Change in Control (after taking into account Performance Vesting Shares that vest in connection with such Change in Control) shall be forfeited, transferred and contributed to the Partnership for no consideration following such Change in Control. ​

Appears in 1 contract

Samples: Restricted Stock Agreement (Sovos Brands, Inc.)

Performance Vesting. The Shares of Restricted Stock that are eligible to vest pursuant to this Section 2(b) shall be referred to herein as “Performance Vesting Shares.” ​ (i) 237,133 33,074 Shares of Restricted Stock (the “Tranche 1 Performance Shares”) (including 189,706 Shares held by the Service Provider and 47,427 Shares held by the Trust) shall vest on any Measurement Date on which the Advent Group achieves a MOIC equal to at least two (2), subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, the Tranche 1 Performance Units shall not vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of less than two (2). ​ (ii) 252,789 35,295 Shares of Restricted Stock (the “Tranche 2 Performance Shares”) (including 202,231 Shares held by the Service Provider and 50,558 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of two (2) and two and one-half (2.5) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 2 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least two and one-half (2.5). (iii) 336,916 47,041 Shares of Restricted Stock (the “Tranche 3 Performance Shares”) (including 269,533 Shares held by the Service Provider and 67,383 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of two and one-half (2.5) and three (3) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 3 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least three (3). ​ (iv) 337,120 47,071 Shares of Restricted Stock (the “Tranche 4 Performance Shares”) (including 269,696 Shares held by the Service Provider and 67,424 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of three (3) and four (4) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent ​ ​ ​ (100%) of the Tranche 4 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least four (4). ​ (v) Any Performance Vesting Shares that have not vested in connection with a Change in Control (after taking into account Performance Vesting Shares that vest in connection with such Change in Control) shall be forfeited, transferred and contributed to the Partnership for no consideration following such Change in Control. ​

Appears in 1 contract

Samples: Restricted Stock Agreement (Sovos Brands, Inc.)

Performance Vesting. The Shares of Restricted Stock that are eligible to vest pursuant to this Section 2(b) shall be referred to herein as “Performance Vesting Shares.” ​ (i) 237,133 33,856 Shares of Restricted Stock (the “Tranche 1 Performance Shares”) (including 189,706 Shares held by the Service Provider and 47,427 Shares held by the Trust) shall vest on any Measurement Date on which the Advent Group achieves a MOIC equal to at least two (2), subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, the Tranche 1 Performance Units shall not vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of less than two (2). ​ (ii) 252,789 36,076 Shares of Restricted Stock (the “Tranche 2 Performance Shares”) (including 202,231 Shares held by the Service Provider and 50,558 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of two (2) and two and one-half (2.5) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 2 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least two and one-half (2.5). ​ (iii) 336,916 48,083 Shares of Restricted Stock (the “Tranche 3 Performance Shares”) (including 269,533 Shares held by the Service Provider and 67,383 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of two and one-half (2.5) and three (3) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 3 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least three (3). ​ (iv) 337,120 48,111 Shares of Restricted Stock (the “Tranche 4 Performance Shares”) (including 269,696 Shares held by the Service Provider and 67,424 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of three (3) and four (4) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 4 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least four (4). ​ ​ ​ ​ (v) Any Performance Vesting Shares that have not vested in connection with a Change in Control (after taking into account Performance Vesting Shares that vest in connection with such Change in Control) shall be forfeited, transferred and contributed to the Partnership for no consideration following such Change in Control. ​

Appears in 1 contract

Samples: Restricted Stock Agreement (Sovos Brands, Inc.)

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Performance Vesting. The Shares of Restricted Stock that are eligible to vest pursuant to this Section 2(b) shall be referred to herein as “Performance Vesting Shares.” ​ (i) 237,133 [●] Shares of Restricted Stock (the “Tranche 1 Performance Shares”) (including 189,706 Shares held by the Service Provider and 47,427 Shares held by the Trust) shall vest on any Measurement Date on which the Advent Group achieves a MOIC equal to at least two (2), subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, the Tranche 1 Performance Units shall not vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of less than two (2). ​. (ii) 252,789 [●] Shares of Restricted Stock (the “Tranche 2 Performance Shares”) (including 202,231 Shares held by the Service Provider and 50,558 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of two (2) and two and one-half (2.5) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 2 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least two and one-half (2.5). ​. (iii) 336,916 [●] Shares of Restricted Stock (the “Tranche 3 Performance Shares”) (including 269,533 Shares held by the Service Provider and 67,383 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of two and one-half (2.5) and three (3) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 3 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least three (3). ​. (iv) 337,120 [●] Shares of Restricted Stock (the “Tranche 4 Performance Shares”) (including 269,696 Shares held by the Service Provider and 67,424 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of three (3) and four (4) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 4 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least four (4). ​. (v) Any Performance Vesting Shares that have not vested in connection with a Change in Control (after taking into account Performance Vesting Shares that vest in connection with such Change in Control) shall be forfeited, transferred and contributed to the Partnership for no consideration following such Change in Control. ​.

Appears in 1 contract

Samples: Restricted Stock Agreement (Sovos Brands, Inc.)

Performance Vesting. The Shares of Restricted Stock that are eligible to vest pursuant to this Section 2(b) shall be referred to herein as “Performance Vesting Shares.” ​ (i) 237,133 51,640 Shares of Restricted Stock (the “Tranche 1 Performance Shares”) (including 189,706 Shares held by the Service Provider and 47,427 Shares held by the Trust) shall vest on any Measurement Date on which the Advent Group achieves a MOIC equal to at least two (2), subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, the Tranche 1 Performance Units shall not vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of less than two (2). ​ (ii) 252,789 55,024 Shares of Restricted Stock (the “Tranche 2 Performance Shares”) (including 202,231 Shares held by the Service Provider and 50,558 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of two (2) and two and one-half (2.5) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 2 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least two and one-half (2.5). (iii) 336,916 73,337 Shares of Restricted Stock (the “Tranche 3 Performance Shares”) (including 269,533 Shares held by the Service Provider and 67,383 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of two and one-half (2.5) and three (3) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 3 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least three (3). (iv) 337,120 73,380 Shares of Restricted Stock (the “Tranche 4 Performance Shares”) (including 269,696 Shares held by the Service Provider and 67,424 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of three (3) and four (4) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 4 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least four (4). ​ (v) Any Performance Vesting Shares that have not vested in connection with a Change in Control (after taking into account Performance Vesting Shares that vest in connection with such Change in Control) shall be forfeited, transferred and contributed to the Partnership for no consideration following such Change in Control. ​

Appears in 1 contract

Samples: Restricted Stock Agreement (Sovos Brands, Inc.)

Performance Vesting. The Shares of Restricted Stock that are eligible to vest pursuant to this Section 2(b) shall be referred to herein as “Performance Vesting Shares.” ​ (i) 237,133 2,833 Shares of Restricted Stock (the “Tranche 1 Performance Shares”) (including 189,706 Shares held by the Service Provider and 47,427 Shares held by the Trust) shall vest on any Measurement Date on which the Advent Group achieves a MOIC equal to at least two (2), subject to the Service ProviderParticipant's continuous employment service with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, the Tranche 1 Performance Units shall not vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of less than two (2). ​ (ii) 252,789 3,043 Shares of Restricted Stock (the “Tranche 2 Performance Shares”) (including 202,231 Shares held by the Service Provider and 50,558 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of two (2) and two and one-half (2.5) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment service with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 2 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least two and one-half (2.5). ​ (iii) 336,916 4,056 Shares of Restricted Stock (the “Tranche 3 Performance Shares”) (including 269,533 Shares held by the Service Provider and 67,383 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of two and one-half (2.5) and three (3) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment service with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 3 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least three (3). ​ (iv) 337,120 4,058 Shares of Restricted Stock (the “Tranche 4 Performance Shares”) (including 269,696 Shares held by the Service Provider and 67,424 Shares held by the Trust) shall vest on the basis of linear interpolation between the Advent Group’s achievement of a MOIC of three (3) and four (4) on any Measurement Date, subject to the Service ProviderParticipant's continuous employment service with the Company or one of its Subsidiaries through such Measurement Date. For the avoidance of doubt, one-hundred percent (100%) of the Tranche 4 Performance Shares shall vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of at least four (4). ​ (v) Any Performance Vesting Shares that have not vested in connection with a Change in Control (after taking into account Performance Vesting Shares that vest in connection with such Change in Control) shall be forfeited, transferred and contributed to the Partnership for no consideration following such Change in Control. ​

Appears in 1 contract

Samples: Restricted Stock Agreement (Sovos Brands, Inc.)

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