RESTRICTED STOCK PROGRAM Clause Samples
The Restricted Stock Program clause establishes the terms under which a company grants shares of its stock to employees or other participants, subject to certain restrictions. Typically, these shares cannot be sold, transferred, or fully owned until specific conditions—such as continued employment or performance milestones—are met. This clause is designed to incentivize long-term commitment and align the interests of recipients with those of the company, while also protecting the company from immediate dilution or loss of key personnel.
RESTRICTED STOCK PROGRAM. (a) Holding hereby awards to Executive Employee 133.36 shares of restricted Class C Non-Voting Common Stock of Holding (the "Class C Shares"), which shall be subject to forfeiture in accordance with the provisions set forth herein. On each of the first four anniversary dates of this Employment Agreement, the restrictions shall lapse as to 25% of the Class C Shares so long as his employment has not been terminated on or before such date pursuant to the provisions of Section 6 of this Employment Agreement. Subject to the forfeiture provisions set forth herein, Executive Employee shall be entitled to full and complete ownership of the Class C Shares and will be treated as the record and beneficial owner of such for all purposes including, but not limited to, payment of dividends and liquidation rights, provided that Executive Employee shall be bound by all of the provisions of the Stockholders' Agreement of even date herewith, among the Company, Executive Employee and the other stockholders of the Company (the "Stockholders' Agreement).
(b) The certificates representing awarded Class C Shares shall not be delivered to Executive Employee until the restrictions as to such Class C Shares have lapsed. If Executive Employee's employment is terminated pursuant to Section 6 of this Employment Agreement on or before any applicable anniversary date as described in Section 3.3(a), Executive Employee shall forfeit to Holding all such Class C Shares for which the restrictions have not yet lapsed. In this regard, simultaneously with the issuance of certificates representing awarded Class C Shares, Executive Employee shall execute and deliver stock powers forfeiting to Holding Class C Shares awarded hereunder for which the restrictions have not yet lapsed in the event Executive Employee's employment is terminated pursuant to Section 6 of this Employment Agreement on or before any applicable anniversary date as described in Section 3.3(a). Executive Employee acknowledges that Class C Shares awarded hereunder shall be subject to the restrictions and risks of forfeiture contained herein and in the Stockholders' Agreement.
(c) Subject to Section 3.3(h), Executive Employee hereby agrees that he shall pay to Holding, in cash, any foreign, United States federal, state or local taxes of any kind required by law to be withheld with respect to the Class C Shares awarded to him hereunder. If Executive Employee does not make such payment to Holding, then Holding shall have the right t...
RESTRICTED STOCK PROGRAM. None of the Active Employees of ------------------------ the Semiconductor Equipment Group or the Instruments Group will receive grants of restricted stock under the "restricted stock program" of the Varian Associates, Inc. Omnibus Stock Plan from and after the Distribution Date.
RESTRICTED STOCK PROGRAM. Employee will be eligible to receive the ------------------------ quarterly installment under the restricted stock program which will occur on February 28, 2001. The Company also agrees to accelerate the quarterly installment under the restricted stock program that was intended to occur on May 28, 2001, such that Employee will be eligible to receive that quarterly installment on March 16, 2001. Employee will not have any right to any further installment under the restricted stock program. Employee shall not be eligible for any other bonus or compensation program.
