Sign-on Awards. (a) In order to keep the Executive whole in respect of compensation he is forfeiting at his previous employer, the Company shall grant the Executive the equity-based awards described in this Section 6.
Sign-on Awards. On the Effective Date (or, if the Company is subject to a blackout on the Effective Date, the first day of trading after the blackout period ends), Executive shall be granted awards (the “Sign-on Awards”) in respect of ordinary shares of the Company (“Shares”) pursuant to the Company’s 2015 Plan and award agreements thereunder, which shall be allocated, and have terms and conditions, as follows:
Sign-on Awards. (a) Upon execution of this Agreement, the Company shall pay to Executive a signing bonus in the amount of $250,000.
(b) On March 15, 2008, the Company shall grant to Executive 50,000 stock settled stock appreciation rights (the “SSAR Award”) pursuant to the World Fuel Services Corporation 2006 Omnibus Plan at a 20% premium above fair market value on the grant date and subject to the other terms and conditions set forth in the Stock Settled Stock Appreciation Rights Agreement attached hereto as Exhibit A (the “SSAR Award Agreement”).
Sign-on Awards. The Company shall grant to Executive an award of 500,000 Restricted Stock Units (the “Sign-On RSUs”) and options to purchase 200,000 shares of Common Stock (the “Sign-On Options” and, together with the Sign-On RSUs, the “Sign-On Awards”).
Sign-on Awards. As an incentive to join the Company, Executive will receive the following awards (the “Sign-On Awards”):
(i) an award from the Company with a grant date fair value of $700,000 (the “Start Date Sign-On Award”) under the SGC 2003 Incentive Compensation Plan, as amended and restated (or any successor plan) (the “Plan”), pursuant to an award agreement to be provided by the Company and entered into by and between Company and Executive (the “Award Agreement”). The Award Agreement shall provide that the Start Date Sign-On Award will vest immediately and may be provided in cash or payable in shares of the Company’s Common Stock, or a combination thereof, at the sole discretion of the Compensation Committee;
(ii) an award of time-vested restricted stock units from the Company with a grant date fair value of $800,000 (the “Time-Vested Sign-On Equity Award”) under the Plan pursuant to the Award Agreement. The Award Agreement shall provide that the Time-Vested Sign-On Equity Award shall be comprised of restricted stock units, vesting on the first anniversary of the Employment Start Date; and
(iii) an award of performance conditioned restricted stock units from the Company with a grant date fair value of $2,000,000 (the “Performance Conditioned Sign-On Equity Award”) under the Plan, pursuant to the Award Agreement. The Award Agreement shall provide that the Performance Conditioned Sign-On Equity Award shall be comprised of performance conditioned restricted stock units, vesting fifty percent (50%) on July 31, 2022 (the “2022 Equity Award”) and fifty percent (50%) on July 31, 2023 (the “2023 Equity Award”), subject to the achievement of the following performance conditions. The 2022 Equity Award shall vest fully if, for the trailing twelve months ending June 30, 2022 Gaming Division Revenue is $2 billion or more (50% of 2022 Equity Award) and Gaming Division AEBITDA is $1 billion or more (50% of 2022 Equity Award). The 2023 Equity Award shall vest fully if, for the trailing twelve months ending June 30, 2023 Gaming Division Revenue is $2.2 billion or more (50% of 2023 Equity Award) and Gaming Division AEBITDA is $1.1 billion or more (50% of 2023 Equity Award). If these targets are not fully achieved, the 2022 and 2023 Equity Awards shall vest pro rata proportionate to the increase in Gaming Division Revenue and AEBITDA over the twelve months ending June 30, 2019. In addition, any portion of the 2022 Equity Award that does not fully vest as of July 31, 2022 will vest to ...
Sign-on Awards. In consideration of Executive entering into this Agreement and as an inducement to join the Company, on the Effective Date, the Company shall:
(a) pay to Executive, in a lump sum, two hundred thousand dollars ($200,000), subject to such deductions and withholdings as required by law (the “Section 3.4(a) Payment”); provided, however, that, if Executive is paid a cash bonus or similar cash incentive or cash performance award (excluding amounts related to his annual base salary or reimbursement of business expenses) by his current employer (a “Current Employer Bonus”) following the date of this Agreement, then Executive promptly will notify the Company that he has received, and the amount of, the Current Employer Bonus and (i) if the Current Employer Bonus was made prior to the Company making the Section 3.4(a) Payment, the Section 3.4(a) Payment will be reduced by the amount of the Current Employer Bonus, but in no event will the Section 3.4(a) Payment be reduced by an amount greater than one hundred fifty thousand dollars ($150,000), and (ii) if the Current Employer Bonus was made after the Company made the Section 3.4(a) Payment, Executive promptly will reimburse the Company an amount equal to the Current Employer Bonus, net of any deductions and withholdings applied to the Section 3.4(a) Payment when paid, but in no event will such reimbursement exceed one hundred fifty thousand dollars ($150,000), so that, if Executive receives a Current Employer Bonus, regardless of amount, the Section 3.4(a) Payment, as adjusted under either subsection (i) or (ii) above, as applicable, will be an amount of no less than fifty thousand dollars ($50,000), subject to such deductions and withholdings as required by law; and
(b) grant to Executive the number of restricted shares with a grant date fair value equal to five hundred thousand dollars ($500,000), based on the average of the opening and closing prices of the Company’s common stock on the Effective Date. Such restricted shares shall vest ratably in annual installments over a three year period and shall be subject to such other terms and conditions as set forth in the award agreement, the form of which is attached hereto as Exhibit A.
Sign-on Awards. On the third business day after the Effective Date, Executive shall be granted the following awards, in each case, treated as “employment inducement awards” within the meaning of New York Stock Exchange Listed Company Manual Rule 303A.08 and subject to the terms and conditions of the award agreements attached hereto as Exhibits A, B and C, as applicable:
A. Nonqualified stock options to purchase Company Common Stock, vesting in four equal annual installments. The number of shares subject to the nonqualified stock option grant awarded pursuant to this Section 3.5(a)(A) shall be calculated by dividing $575,000 by the per share value of a Company nonqualified stock option determined using Black-Scholes and applying the closing price of a share of Company Common Stock on the New York Stock Exchange for the grant date, and rounding down to the nearest whole share.
B. Shares of restricted Company Common Stock, vesting in three equal annual installments. The number of shares of restricted Company Common Stock awarded pursuant to this Section 3.5(a)(B) shall be calculated by dividing $805,000 by the closing price of a share of Company Common Stock on the New York Stock Exchange for the grant date and rounding down to the nearest whole share.
C. Performance units, vesting on March 15, 2019 based on Company’s achievement of the performance objectives for the period ending December 31, 2018 as set by the Compensation Committee of the Board. The number of performance units awarded pursuant to this Section 3.5(a)(C) shall be calculated by dividing $920,000 by the per share value of a Company performance unit determined by discounting from the closing price of a share of Company Common Stock on the New York Stock Exchange for the grant date the net present value of expected dividends during the term of the performance unit award, and rounding down to the nearest whole share.
Sign-on Awards. The Company shall grant the following equity awards to Executive:
(A) On the Effective Date, a stock option to purchase 600,000 shares of Common Stock (“Option A”), in which Executive shall become vested in thirty-six (36) equal monthly installments following the Effective Date, subject to Executive’s continued employment with the Company. The exercise price of Option A shall equal the last closing trading price of the Common Stock prior to the execution of the Agreement (the “Last Closing Trading Price”). The terms and conditions of the Option A shall be set forth in an award agreement which shall be in the form attached hereto as Exhibit A and incorporated herein by reference.
(B) On the Effective Date, a stock option to purchase 300,000 shares of Common Stock (“Option B”), in which Executive shall become vested in two installments, 50% on the first day of the 18th calendar month following the Effective Date and 50% on the first day of the 36th calendar month following of the Effective Date, in each case subject to Executive’s continued employment with the Company, provided that, Executive shall become vested in 100% of Option B on the date on which the Average Trading Price of the Common Stock equals or exceeds $1.80. The exercise price of Option B shall equal the Last Closing Trading Price. The terms and conditions of the Option B shall be set forth in an award agreement which shall be in the form attached hereto as Exhibit B and incorporated herein by reference.
(C) On the Effective Date, a grant of 270,000 restricted shares of Common Stock (“Restricted Stock”), in which Executive shall become vested on the date on which the Average Trading Price equals or exceeds $2.40. The terms and conditions of the Restricted Stock shall be set forth in an award agreement which shall be in the form attached hereto as Exhibit C and incorporated herein by reference. It shall be a condition to the Company’s obligation to make the foregoing option and restricted stock grants that Executive shall have executed and delivered to the Company the option and restricted stock agreements referred to above. To the extent that there is a conflict between the terms of this Agreement and any of Executive’s option and restricted stock agreements, this Agreement shall govern.
Sign-on Awards. Subject to approval by the Company’s Board, the Company shall grant to Executive a number of Restricted Stock Units having an aggregate grant date fair market value of $1,300,000 (the “RSUs”). Subject to the terms of this Agreement and the award agreements into which Executive and the Company will enter evidencing the grant of the RSU Sign-On Award, the RSUs shall vest and become exercisable pro rata on an annual basis over two (2) years with 50% of the total award to vest each year over the two-year graded vesting period on or about December 15, 2015 and December 15, 2016, respectively.
Sign-on Awards. Encore will grant you on or about the Start Date 100,000 shares of time-vesting restricted stock or restricted stock units, which will vest 20% on each of the next 5 anniversaries of the grant date and which will fully vest on a termination of your employment due to death or disability, or by Encore without Cause or by you for Good Reason.
