Retention Stock Award Sample Clauses

Retention Stock Award. The Executive shall also be granted on the Effective Date a stock bonus award whereby the Executive has the conditional right to receive upon vesting 20,000 shares of the common stock of Texas Roadhouse, Inc. (the “Retention Stock Award”), provided this Agreement has been fully executed by both the Executive and the Company. If this Agreement has not been fully executed by the Effective Date, the Retention Stock Award shall be granted to the Executive on the date it is fully executed. The Retention Stock Award shall vest on January 8, 2018 provided the Executive continues to provide services to the Company as of the date of vesting, as provided in the Equity Incentive Plan.
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Retention Stock Award. Effective as of the Effective Time, the Parent shall grant the Executive a retention stock award for 750,000 shares of Parent Common Stock (the "Retention Stock Award") pursuant to the Parent's 2000 Retention Plan, a copy of which is attached as Exhibit A hereto. As of the Effective Date, the Executive and the Company shall enter into a Retention Stock Award agreement substantially in the form attached hereto as Exhibit B.
Retention Stock Award. On the Effective Date, as compensation for past services to and to ensure Executive’s future services to the Company, subject to shareholder approval which the Board shall request, the Company shall register and issue to Executive 131,866 shares of XXXX common stock to increase Executive’s ownership interest in the Company to ten percent (10.0%) calculated on a fully diluted basis (“10%EOI”). Fifty percent (50%) of the 131,866 shares shall be issued by the Company as soon as practicable after shareholder approval, and the Company shall issue the remaining fifty percent (50%) equally at the end of each of the three calendar years following the Effective Date, i.e., 0.33 times 0.50 times 131,866 shares. During the Employment Term, Executive’s 10%EOI in the Company shall remain unchanged; and, therefore, upon issuance by the Company of additional shares, options, or warrants of any kind or nature, the Company shall issue to Executive additional shares in number sufficient to preserve and maintain Executive’s 10%EOI in the Company calculated on a fully diluted basis with such shares to be issued under the same terms set forth immediately above.
Retention Stock Award. A subaccount, denominated as the "Retention Stock Account" will be established for the Executive under the Xxxxxx Executive Deferred Compensation Plan. As of the Effective Date, the Retention Stock Account will be credited with the then value of 350,000 shares of Parent stock. The Executive's interest in the Retention Stock Account will vest on April 30, 2005 if the Executive remains in the continuous employ of Parent or Xxxxxx from the Effective Date until April 30, 2005. In addition Executive's interest in the Retention Stock Account will vest on the date of the Executive's termination of employment if the Executive's employment with Parent and Xxxxxx terminates prior to April 30, 2005 and following a "Change in Control" (as such term is hereinafter defined) or if the Executive's employment is terminated by Parent or Xxxxxx for reasons which do not constitute "Cause" as defined herein. In the event that the Executive's employment with Parent and Xxxxxx terminates prior to April 30, 2005 due to death or permanent and total disability as defined by Xxxxxx personnel policy, then the Executive will vest in a pro rata interest in the Retention Stock Account in accordance with the following table and the portion of the Retention Stock Account which does not vest shall terminate and be forfeited: ------------------------------------------------------------------------ Date of Death Pro rata Portion or Disability to be Vested ------------------------------------------------------------------------ November 1, 2001 through 2/7 October 31, 2002 ------------------------------------------------------------------------ November 1, 2002 through 4/7 October 31, 2003 ------------------------------------------------------------------------ November 1, 2003 through 6/7 October 31, 2004 ------------------------------------------------------------------------ On or after November 1, 2004 7/7 ------------------------------------------------------------------------ Except as provided in the three preceding sentences, the Executive's interest in the Retention Stock Account shall terminate and be forfeited if the Executive's employment with Parent and Xxxxxx terminates prior to April 30, 2005. The value of the Retention Stock Account shall be determined based on the value of the Parent stock as if the amount credited thereto was invested in Parent stock and received dividends and other distributions thereon to the same extent as if it was invested in Parent stock.
Retention Stock Award. Pursuant to Section 4(c)(ii) of the Existing Employment Agreement, Executive was granted a stock bonus award whereby Executive has the conditional right to receive upon vesting 5,000 shares of the common stock of Texas Roadhouse, Inc. (the “Retention Stock Award”). The Retention Stock Award shall vest on January 8, 2019 provided Executive continues to provide services to the Company as of the date of vesting, as provided in the Equity Incentive Plan. Executive shall also be granted a stock bonus award whereby Executive has the conditional right to receive upon vesting 10,000 shares of the common stock of Texas Roadhouse, Inc. (the “Additional Retention Stock Award”). If this Agreement has not been fully executed on or prior to the Effective Date, the Additional Retention Stock Award shall be granted to Executive on the date it is fully executed. If this Agreement is fully executed on or prior to the Effective Date, the Additional Retention Stock Award shall be granted to Executive on the Effective Date. The Additional Retention Stock Award shall vest on January 8, 2021 provided Executive continues to provide services to the Company as of the date of vesting, as provided in the Equity Incentive Plan.
Retention Stock Award. As of the Effective Date, the Compensation Committee will grant to Executive a restricted stock award (the “New Restricted Stock Award”) covering 200,000 common shares of the Company that vests as follows: 25% on December 31, 2013; 25% on December 31, 2014; and 50% on December 31, 2015, in each case plus accrued dividends on such shares. The New Restricted Stock Award shall vest in full in the event that this Agreement is terminated (1) voluntarily by the Executive upon notice if the total compensation opportunity of the Executive at any time is reduced below the opportunity established for 2012; provided, that, such vesting shall not occur if (i) such reduction is also applicable to other Company senior executives generally; or (ii) the Company remedies such reduction in total compensation opportunity within thirty (30) days following the notice of voluntary termination from Executive under this Section 4(c)(1); (2) by the Board without Cause; or (3) as a result of death or Disability of the Executive. If this Agreement is terminated by the Board for Cause, or voluntarily by the Executive at any time prior to any vesting date, except as provided above, then the unvested portion of the New Restricted Stock Award shall be forfeited and no prorating shall be applicable. The foregoing New Restricted Stock Award is made pursuant to the FirstEnergy Corp. 2007 Incentive Plan and shall be subject to additional terms and conditions set forth in a separate award agreement consistent with the terms of this Agreement. Following a Change in Control, the terms of this Section 4 shall govern the treatment of the foregoing New Restricted Stock Award upon termination of Executive's employment, whether voluntarily or involuntarily, and not the terms of any Company plan applicable to termination of employment following a Change in Control.
Retention Stock Award. As of the Effective Date the Executive will ---------------------- be awarded 222,250 shares of restricted stock and 127,750 restricted stock units. The grants will be evidenced by Award Agreements between Parent and the Executive pursuant to the ESP or the PIP (in the case of the restricted stock) and the XXXX (in the case of the restricted stock units). All restrictions on the restricted stock and the restricted stock units will expire on April 30, 2005 if the Executive remains in the continuous employ of Parent or Xxxxxx from the Effective Date until April 30, 2005. In addition, all restrictions on the restricted stock and the restricted stock units will expire on the date of the Executive's termination of employment if the Executive's employment with Parent and Xxxxxx terminates prior to April 30, 2005 and following a "Change of Control" (as such term is hereinafter defined) or if the Executive's employment is terminated by Parent or Xxxxxx for reasons which do not constitute "Cause" as defined herein. In the event that the Executive's employment with Parent and Xxxxxx terminates prior to April 30, 2005 due to death or permanent and total disability as defined by Xxxxxx personnel policy, then the restrictions shall lapse as to a pro rata portion of the restricted stock and restricted stock units in accordance with the following table and the portion as to which the restrictions do not lapse shall terminate and all rights thereunder shall cease: Date of Death Pro rata Portion or Disability to be Vested ------------- ------------ November 1, 2001 through 2/7 October 31, 2002 November 1, 2002 through 4/7 October 31, 2003 November 1, 2003 through 6/7 October 31, 2004 On or after November 1, 2004 7/7 In the event that the Executive's employment with Parent and Xxxxxx terminates prior to April 30, 2005 for any reason other than those set forth in the two preceding sentences, then all of the Executive's rights in the restricted stock and restricted stock units shall terminate as of the date of termination and all rights thereunder shall cease.
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Retention Stock Award. In addition to the Minimum Bonus described above, NDB will grant you an additional Equity Award with a value of $XXXXXXXXXX (the "Retention Stock Award"). The exact size of the Retention Stock Award will be based on (i) the 10-day DBAG closing price average as of the Effective Date and (ii) the 10-day USD/Euro exchange rate average as of the Effective Date. Please note that the Retention Stock Award will be subject to the terms and conditions of the DB Share Scheme and will vest in equal annual installments on August 1, 2001, August 1, 2002 and August 1, 2003. You will forfeit your right to the unvested portion of the Equity Awards (including any Equity Awards granted to you pursuant to paragraph 1 above) only if, prior to the applicable vesting date, (i) your employment is terminated by NDB for Cause (as defined in Appendix A hereto), (ii) you resign or give notice of resignation and go to work for a Competitor (as defined in paragraph 4 below) or (iii) you breach your agreement not to solicit employees contained in paragraph 4 below. Upon your death during employment, the unvested portion of the Equity Awards will be immediately paid out to your designated beneficiary or, if none to your estate, in accordance with the DB Share Scheme.

Related to Retention Stock Award

  • Restricted Stock Award Subject to the terms and conditions of the Plan and this Agreement, the Company hereby grants to the Participant Shares (the “Restricted Shares”), which shall vest and become nonforfeitable in accordance with Section 3 hereof.

  • Stock Award Pursuant to the Plan, the Company, on ________ __, 20__ (the “Date of Grant”) granted to the Participant, subject to the terms and conditions of the Plan and subject further to the terms and conditions herein set forth, a Stock Award covering _________ shares of Common Stock, hereafter described as the “Shares.”

  • Restricted Stock Awards Each Encompass Restricted Stock Award that is outstanding as of immediately prior to the Effective Time shall be treated as follows: (i) If the holder is an Encompass Group Employee, such award shall be converted, as of the Effective Time, into a Post-Separation Encompass Restricted Stock Award, and shall, except as otherwise provided in this Section 4.02, be subject to the same terms and conditions (including with respect to vesting) after the Effective Time as were applicable to such Encompass Restricted Stock Award immediately prior to the Effective Time; provided, however, that from and after the Effective Time, the number of Encompass Shares subject to such Post-Separation Encompass Restricted Stock Award shall be equal to the sum of all the Encompass Shares subject to all tranches of the Award where the number of Encompass Shares subject to each tranche is equal to the product, rounded up to the nearest whole number of shares for each such tranche, obtained by multiplying (A) the number of Encompass Shares subject to such tranche of the corresponding Encompass Restricted Stock Award immediately prior to the Effective Time, by (B) the Encompass Ratio. (ii) If the holder is an Enhabit Group Employee, such award shall be converted, as of the Effective Time, into an Enhabit Restricted Stock Award, and shall, except as otherwise provided in this Section 4.02, be subject to the same terms and conditions (including with respect to vesting) after the Effective Time as were applicable to such Encompass Restricted Stock Award immediately prior to the Effective Time; provided, however, that from and after the Effective Time, the number of Enhabit Shares subject to such Enhabit Restricted Stock Award shall be equal to the sum of all the Enhabit Shares subject to all tranches of the Award where the number of Enhabit Shares subject to each tranche is equal to the product, rounded up to the nearest whole number of shares for each such tranche, obtained by multiplying (A) the number of Encompass Shares subject to such tranche of the corresponding Encompass Restricted Stock Award immediately prior to the Effective Time, by (B) the Enhabit Ratio.

  • Restricted Stock Units Subject to the terms and conditions provided in this Agreement and the Plan, the Company hereby grants to the Grantee restricted stock units (the “Restricted Stock Units”) as of the Grant Date. Each Restricted Stock Unit represents the right to receive a Share of Common Stock if the Restricted Stock Unit becomes vested and non-forfeitable in accordance with Section 2 or Section 3 of this Agreement. The Grantee shall have no rights as a stockholder of the Company, no dividend rights and no voting rights with respect to the Restricted Stock Units or the Shares underlying the Restricted Stock Units unless and until the Restricted Stock Units become vested and non-forfeitable and such Shares are delivered to the Grantee in accordance with Section 4 of this Agreement. The Grantee is required to pay no cash consideration for the grant of the Restricted Stock Units. The Grantee acknowledges and agrees that (i) the Restricted Stock Units and related rights are nontransferable as provided in Section 5 of this Agreement, (ii) the Restricted Stock Units are subject to forfeiture in the event the Grantee’s Continuous Status as an Employee or Consultant or Non-Employee Director terminates in certain circumstances, as specified in Section 6 of this Agreement, (iii) sales of Shares of Common Stock delivered in settlement of the Restricted Stock Units will be subject to the Company’s policies regulating trading by Employees and Consultants, including any applicable “blackout” or other designated periods in which sales of Shares are not permitted, (iv) Shares delivered in settlement will be subject to any recoupment or “clawback” policy of the Company, regardless of whether such recoupment or “clawback” policy is applied with prospective or retroactive effect, and (v) any entitlement to dividend equivalents will be in accordance with Section 7 of this Agreement. The extent to which the Grantee’s rights and interest in the Restricted Stock Units becomes vested and non-forfeitable shall be determined in accordance with the provisions of Sections 2 and 3 of this Agreement.

  • Restricted Stock Grant As a member of Employer’s senior management team, Employee will be eligible for annual Restricted Stock Grants pursuant to Anaren’s 2004 Comprehensive Long Term Incentive Plan, as amended (“2004 Plan”) equal in value to 16% of his Base Salary for the respective year. Restrictive Stock Grants will be made annually at the same time other Restricted Stock Grants are made by Anaren to its senior management team, provided Employee is employed with Employer on that date. All Restricted Stock grants issued pursuant to this provision will be subject to the terms of the 2004 Plan, including, but not limited to, a thirty-six (36) month forfeiture provision. Notwithstanding anything to the contrary, in the event Employee concludes employment on or after the expiration of the Period of Employment, Employee shall be entitled if the forfeiture period has not otherwise lapsed only to a pro-rata portion of each unvested Restricted Stock Grant based on the number of months employed by Employer from the date of grant to the expiration of the Period of Employment. In the way of example, if Employee has been employed for 9 months of the 36 month forfeiture period at the end of his Period of Employment, he will receive 25% of the Restricted Shares granted. If Employee remains employed by Employer on a full time basis (30 hours or more per week) after the Period of Employment as an at-will employee, all previously issued restricted stock shall continue to vest in accordance with the terms of the 2004 Plan.

  • Restricted Stock Unit Award The Grantee is hereby granted NUMBER OF SHARES restricted stock units (the "Restricted Stock Units"). Each Restricted Stock Unit represents the right to receive one share of the Company's Common Stock, $.001 par value (the "Stock"), subject to the terms and conditions of this Agreement and the Plan.

  • Restricted Share Units Restricted Share Units means Restricted Share Units granted to Participant under the Plan subject to such terms and conditions as the Committee may determine at the time of issuance.

  • Forfeiture of Restricted Stock Units i. If the Participant’s employment is terminated by reason of the Retirement of the Participant before October 1, <Year_of_Grant>, then the Restricted Stock Units shall be forfeited immediately and all rights of the Participant to such Units shall terminate immediately without further obligation on the part of the Corporation or any Subsidiary Company. ii. If the Participant’s employment is terminated for any reason other than Retirement, Disability, or death, any Restricted Stock Units that are subject to a Restriction Period shall be forfeited immediately without further obligation on the part of the Corporation or any Subsidiary Company, and all rights of the Participant with respect to such Restricted Stock Units shall terminate. If the Participant is granted a leave of absence before the expiration of the Restriction Period, the Participant shall not forfeit any rights with respect to any Restricted Stock Units subject to the Restriction Period, except for Dividend Equivalent Payments as provided in Section 4 of this Agreement, unless the Participant’s employment with the Corporation or a Subsidiary Company terminates at any time during or at the end of the leave of absence and before the expiration of the Restriction Period, at which time all rights of the Participant with respect to such Restricted Stock Units shall terminate without further obligation on the part of the Corporation or any Subsidiary Company. iii. Notwithstanding any provision of this Agreement to the contrary, if the Participant’s employment is terminated by reason of the Retirement or Disability of the Participant, and the Participant Engages in Competing Employment within a period of two years following Retirement or Disability, and before the expiration of the Restriction Period, then any Restricted Stock Units subject to a Restriction Period shall be forfeited immediately and all rights of the Participant to such Units shall terminate without further obligation on the part of the Corporation or any Subsidiary Company. A Participant “Engages in Competing Employment” if the Participant works for or provides services for any Competitor, on the Participant’s own behalf or on behalf of others, including, but not limited to, as a consultant, independent contractor, director, owner, officer, partner, joint venturer, or employee. For this purpose, a “Competitor” is any entity in the same line of business as the Corporation in North American markets in which the Corporation competes, including, but not limited to, any North American Class I rail carrier, any other rail carrier competing with the Corporation (including without limitation a holding or other company that controls or operates or is otherwise affiliated with any rail carrier competing with the Corporation), and any other provider of transportation services competing with Corporation, including motor and water carriers. Moreover, notwithstanding any provision of this Agreement to the contrary, the Restricted Stock Units shall be forfeited immediately and all rights of the Participant to such Units shall terminate if: A. the Participant’s employment is terminated by reason of the Retirement or Disability of the Participant before the expiration of the Restriction Period, and B. it is determined that the Participant engaged in any of the following: 1. the Participant engaged in an act of fraud, embezzlement, or theft in connection with the Participant’s duties or in the course of the Participant’s employment with the Corporation or Subsidiary Company; or 2. the Participant disclosed confidential information in violation of a confidentiality agreement with the Corporation or a Subsidiary Company, or otherwise in violation of the law. A determination under this paragraph shall be made by the Committee with respect to a participant who was, at any time, employed at the level of Vice President or above, and this determination shall be made by the Vice President Human Resources with respect to all other participants, and in either situation upon consultation with the Corporation’s chief legal officer. Participant understands that nothing in this Agreement (1) prohibits or impedes Participant from reporting possible violations of federal law or regulation to any governmental agency or entity (including but not limited to the Department of Justice, the Securities and Exchange Commission (SEC), the Congress, and any agency Inspector General), from making other disclosures that are protected under the whistleblower provisions of federal law or regulation, or from receiving a monetary award from the SEC related to participation in an SEC investigation or proceeding, or (2) requires Participant to obtain prior authorization of the Corporation to make any such reports or disclosures or to notify the Corporation of such reports or disclosures.

  • Restricted Shares Employee hereby accepts the Restricted Shares when issued and agrees with respect thereto as follows:

  • RSUs The Continuing Stock Units shall continue to vest in accordance with the terms of the Original RSU Award Documents, on the same basis as such stock units would have become vested if Executive had remained employed under this Agreement through the Scheduled Expiration Date. Except as otherwise expressly provided herein, all such Continuing Stock Units shall be subject to, and administered in accordance with, the Original RSU Award Documents. Any of Executive’s restricted stock unit awards that have not become vested on or before the Termination Date, and that are outstanding at the Termination Date, but which are not Continuing Stock Units, shall automatically terminate on the Termination Date. Notwithstanding any term or provision of the Original RSU Award Documents: (A) any provisions in such Original RSU Award Documents relating to disability shall not be applicable to any such Continuing Stock Units after the Termination Date; and (B) in the event of Executive’s death after the Termination Date but prior to the Scheduled Expiration Date, the terms and provisions of the Original RSU Award Documents shall be interpreted and applied in the same manner with respect to such Continuing Stock Units as if Executive were an active employee on the date of Executive’s death. (C) to the extent that, under the Company’s compensation practices and policies, any tranche of Continuing Stock Units is subject to the achievement of performance conditions which were imposed solely because Executive was an executive officer of the Company who could have been a covered employee within the meaning of Section 162(m) at the time payment in respect of such award was expected to be made (the “Applicable 162(m) Criteria”) and such Applicable 162(m) Criteria relate, in whole or in part, to any performance period continuing after the end of the Company’s fiscal year in which the Termination Date occurs, such Applicable 162(m) Criteria shall be waived as of the Termination Date with respect to such tranche of the Continuing Stock Units; provided, however, that this Paragraph 5(d)(iii)(C) shall not be applicable if and to the extent, in the reasonable opinion of tax counsel to the Company, the presence of such provision would cause any stock units intended to be qualified as other performance based compensation within the meaning of Section 162(m) of the Code to fail to be so qualified at any time prior to Executive’s Termination Date.

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