PSUs. If the Participant’s Continuous Service is terminated for any reason other than Cause, death or Disability, any then-unvested PSUs will immediately terminate and be forfeited in their entirety as of the termination date.
PSUs. (a) Effective as of the Distribution Date, each L Brands PSU that is outstanding as of immediately prior to the Distribution Date and held by a VS Participant who is not a Former VS Employee shall be converted into a performance share unit with respect to VS Common Stock (each, a “VS PSU”). The number of shares of VS Common Stock subject to such VS PSU shall be determined by the L Brands Compensation Committee in a manner intended to preserve (and without enlarging) the value of such L Brands PSU by taking into account the relative values of the L Brands Pre-Distribution Stock Value and the VS Stock Value. Each such VS PSU shall be subject to the same terms and conditions (including vesting and payment schedules); provided that (i) any such VS PSUs that correspond to L Brands PSUs granted prior to January 30, 2021 shall be deemed to have achieved the applicable performance-based vesting conditions at the target performance level and (ii) any such VS PSUs that correspond to L Brands PSUs granted on or following January 30, 2021 shall remain subject to the applicable performance-based vesting conditions (and applicable threshold, target and maximum performance payout levels) as were applicable to the corresponding L Brands PSUs as of immediately prior to the Distribution Date (subject to adjustment by the VS Compensation Committee following the Distribution Date in its discretion to reflect the Distribution in accordance with the terms of the applicable VS Equity Plan and the applicable award agreement thereunder).
PSUs. Executive will be granted a target number of PSUs having an aggregate fair value, based on the volume weighted average closing price of the Company’s common stock during the 20 trading day period ending on December 30, 2022, equal to 50% of the Target LTI (the “Target PSUs”). The performance period for the PSUs (which applies for purposes of time-based vesting) shall be the period from January 1, 2023 through December 31, 2025 (the “PSU Performance Period”). Of the Target PSUs:
PSUs. You will receive prorated PSUs in the following events: (i) termination of your employment if you are eligible for a termination allowance (including any required agreement and release); (ii) termination of your employment as a result of the Company’s divestiture of your business; (iii) voluntary resignation after retirement eligibility as defined in the Plan; (iv) death; or (v)
PSUs. As soon as reasonably practicable after the Performance Period, the number of PSUs to be paid under this Award will be determined by the Committee based on Company performance achievement. The decision by the Committee will be final, conclusive and binding upon all parties, including the Company, the shareowners and you. Following the Committee’s approval of the payout, you will receive unrestricted shares of Company common stock equal to the number of PSUs payable to you on the vest date.
PSUs. On the Commencement Date, Executive shall receive a one-time grant of performance stock units of the Company (the “PSU’s”) issued under the Company’s Amended and Restated 2009 Equity Incentive Plan (the “2009 Plan”) equal to a number of shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) with a Fair Market Value (as defined below) on the Commencement Date of Eight Hundred Seventy-Five Thousand Dollars ($875,000) (the “PSU Award”). The number of PSU’s to be issued shall be determined by dividing $875,000 by the Fair Market Value. The PSU’s shall be subject to the terms and conditions of the 2009 Plan and a Performance Stock Unit Award Agreement, substantially in the form annexed hereto as Exhibit A (the “PSU Award Agreement”) and which PSU Award Agreement shall set forth, in addition to measurement dates and targets to be mutually agreed upon by the Company and Executive, the following terms and conditions:
PSUs. (i) The number of PSUs earned and vested under this Agreement shall be determined based on the extent to which the Company has attained the pre-established performance goals set forth on Exhibit A during the Performance Period. The determination as to whether the Company has attained the performance goals set forth in Exhibit A during the Performance Period shall be made by the Committee (the “Committee Determination”). The Committee Determination shall be made no later than 90 days following the end of the Performance Period. The PSUs shall not be deemed vested pursuant to any other provision of this Agreement earlier than the date that the Committee makes such determination.
PSUs. Each PSU that is earned and becomes vested on an applicable Measurement Date shall represent the right to receive payment, in accordance with Section 7 below, of one (1) share of Stock. Unless and until a PSU is earned and vests, the Participant will have no right to payment in respect of any such PSU. Prior to actual payment in respect of any earned and vested PSU, such PSU will represent an unsecured obligation of the Company, payable (if at all) only from the general assets of the Company.
PSUs. The restrictions on any PSUs will lapse in accordance with the terms of their respective awards, contingent upon satisfying the performance conditions and other provisions set forth in such PSUs.
