Spin-Off Performance-Based Award Clause Samples

Spin-Off Performance-Based Award. The One-Time Post-Spin-Off Performance-Based Award shall be granted on the business day immediately following the determination of the Post-Spin Curbline 10-Day VWAP. For the avoidance of doubt, such One-Time Post-Spin-Off Performance-Based Award will be issued based on its maximum value as of its date of grant, subject to forfeiture pursuant to its terms. The vesting of the One-Time Post-Spin-Off Performance-Based Award will vary in the aggregate from 0% to no more than 250% of the target award based on achievement with respect to metrics established by the Committee (in consultation with Executive prior to the date of grant) measured over a performance period of approximately five years; provided, however, that no less than 50% of the aggregate target One-Time Post-Spin-Off Performance-Based Award shall vest based on Curbline’s relative total shareholder return achievement relative to a peer group established by the Committee in consultation with Executive prior to the date of grant. In general, performance against the applicable metrics will be evaluated at the end of approximately three-year, four-year and five-year performance periods as follows: 25% of the target award can be earned (from 0% to 250%) after the first approximately three-year performance period; 50% of the target award can be earned (from 0% to 250%) after the first approximately four-year performance period (subject to reduction for any portion of the award earned after the first approximately three-year performance period); and 100% of the target award can be earned (from 0% to 250%) after the full approximately five-year performance period (subject to reduction for any portion of the award earned after the first approximately three-year performance period and/or first approximately four-year performance period). The One-Time Post-Spin-Off Performance-Based Award will earn distributions paid in cash on a deferred and contingent basis. Additional detail regarding the terms of this award will be provided in the applicable award agreement for such award.