Stock Based Compensation Plans. (i) Any issued and outstanding Stock Options (to the extent they have not already become exercisable) shall become exercisable as of the date on which the Change in Control occurs, unless otherwise specifically provided at the time such options are granted.
(ii) The Company's right to rescind any award of stock to the Executive under the Company's 1988 Long Term Incentive Plan or the Company's 1998 Long Term Incentive Plan (or any successor plan) shall terminate upon a Change in Control, and all restrictions on the sale, pledge, hypothecation or other disposition of shares of stock awarded pursuant to such plan shall be removed at the Termination Date, unless otherwise specifically provided at the time such award(s) are made.
(iii) The Executive's rights under any other stock based compensation plan shall vest (to the extent they have not already vested) and any performance criteria shall be deemed met at target as of the date on which a Change in Control occurs, unless otherwise specifically provided at the time such right(s) are granted.
Stock Based Compensation Plans. (i) Any issued and outstanding stock options shall vest and become exercisable on the date of the Executive’s Separation from Service (to the extent they have not already become vested and exercisable) and any other stock-based awards under any compensation plan or program maintained by the Company (including, without limitation, awards of restricted stock and book value appreciation units) and the Executive’s rights thereunder shall vest on the date of the Executive’s Separation from Service (to the extent they have not already vested) and any performance criteria under any such compensation plan or program shall be deemed met at target as of the date of the Executive’s Separation from Service .
(ii) If and to the extent that any benefit or entitlement (or portion thereof) described in paragraph (i) above is not able to be implemented by the Company under the then applicable terms of any plan, program or award agreement applicable to the Executive, to the extent permitted by Code section 409A, the Company shall pay to the Executive cash and/or other property (including, without limitation, common stock of the Company or any successor thereto) with a value, as determined by the Board, equal to the value of any such option, award or other entitlement (or portion thereof) that the Executive was not able to receive under paragraph (i) above, such payment shall be made upon the date provided in Section 4(a) following the Executive’s Separation from Service and such payment shall be in full satisfaction of the option, award or other entitlement (or portion thereof) to which such payment relates.
Stock Based Compensation Plans. (i) Upon a Change in Control (as defined for the limited purpose of this Section 4(f)(i) by substituting "15%" for "25%" in Sections 1(b)(i) and 1(b)(iii)(B)), whether or not the Executive's employment terminates, any issued and outstanding Equity Awards (hereinafter defined) granted prior to November 13, 2000, either (a) will immediately vest and become exercisable in accordance with the Company's 1996 Long Term Incentive Plan, Amended and Restated 1996 Long Term Incentive Plan, or any successor plans (collectively the "LTIP") (and for purposes hereof, any interpretation or rulings under the LTIP shall equally apply to this Agreement) or (b) at the Company's sole and absolute discretion, any or all of such Equity Awards shall be immediately cashed out (i.e., settled in cash) by the Company by paying the Executive in cash the aggregate difference (if any, including a deemed distribution of $0) between the Change in Control Price (as defined in section 11.(d) of the Company's 1996 Long-Term Incentive Plan or section 12.(d) of the Company's Amended and Restated 1996 Long-Term Incentive Plan, as applicable) of the Company's stock and the exercise price of the Stock Options (or Base Amount of Stock Appreciation Rights, or other awards involving an exercise price or spread amount) (such difference hereinafter referred to as the "Spread Amount"), multiplied by the number of such Stock Options (or Stock Appreciation Rights, or other awards involving an exercise price or spread amount), net of any required withholding, and the Executive will transfer all such Stock Options (or Stock Appreciation Rights, or other awards involving an exercise price or spread amount) to the Company in exchange for such payment by the Company. Alternatively, if it would yield a greater payment, in lieu of paying the Spread Amount, the Company, in its sole and absolute discretion, may cash out (i.e., settle in cash) such Stock Options or Stock Appreciation Rights (or other awards involving an exercise price or spread amount) based on either the "fair value" of the Stock Option, Stock Appreciation Right or other awards involving an exercise price or spread amount under Generally Accepted Accounting Principles (as determined through the Black- Scholes, binomial, or any other option pricing model permissible under FAS 123 or a successor standard), or any other amount between the Spread Amount and fair value.
(ii) Notwithstanding anything to the contrary in the LTIP or in any stock option ...
Stock Based Compensation Plans. SPI shall assign, and SPI Energy shall assume, SPI’s rights and obligations under the stock-based benefit and compensation plans and programs and agreements providing for the grant or award of restricted stock, stock units, stock options, stock appreciation rights, performance shares, performance units, dividend equivalent rights and share awards to the employees, directors and consultants of SPI and its affiliates (collectively, the “Stock Plans”) in accordance with Article IV of this Agreement. To the extent a Stock Plan provides for awards of incentive stock options pursuant to Section 422 of the Code, approval of such plan by SPI, as the sole shareholder of SPI Energy, shall be deemed, as of the Effective Time, to constitute approval of the members of SPI Energy for purposes of Section 422(b) of the Code.
Stock Based Compensation Plans. The Executive shall, as of the date of his termination of employment become fully vested in any grants or awards received under any Company sponsored stock-based compensation plans, specifically including, without limitation, the Company's long-term incentive plan. The Executive shall not be entitled to receive credit for any grants or awards under any such plan that occur after the date of the Executive's termination of employment. Benefits shall otherwise be payable in accordance with the terms of each such plan.
Stock Based Compensation Plans. MPU shall assign, and MPU Cayman shall assume, MPU’s rights and obligations under the stock-based benefit and compensation plans and programs and agreements providing for the grant or award of restricted stock, stock units, stock options, stock appreciation rights, performance shares, performance units, dividend equivalent rights and share awards to the employees, directors and consultants of MPU and its affiliates (collectively, the “Stock Plans”) in accordance with Article IV of this Agreement. To the extent a Stock Plan provides for awards of incentive stock options pursuant to Section 422 of the Code, approval of such plan by MPU, as the sole shareholder of MPU Cayman, shall be deemed, as of the Effective Time, to constitute approval of the members of MPU Cayman for purposes of Section 422(b) of the Code.
Stock Based Compensation Plans. GTOR US shall assign, and GTOR Canada shall assume, GTOR US’s rights and obligations under the stock-based benefit and compensation plans and programs and agreements providing for the grant or award of restricted stock, stock units, stock options, stock appreciation rights, performance shares, performance units, dividend equivalent rights, and share awards to the employees and directors of GTOR US and its affiliates (collectively, the “Stock Plans”) in accordance with Article IV of this Agreement. To the extent a Stock Plan provides for awards of incentive stock options pursuant to Section 422 of the Code, approval of such plan by GTOR US, as the sole stockholder of GTOR Canada, shall to the extent necessary be deemed, as of the Effective Time, to constitute GTOR Canada’s shareholder approval for purposes of Section 422(b) of the Code. For the avoidance of doubt, nothing shall prohibit GTOR Canada from requiring its subsidiaries, including GTOR US, to reimburse GTOR Canada for the costs of equity compensation issued to the applicable subsidiary’s employees pursuant to the Stock Plans.
Stock Based Compensation Plans. The Company has three stock-based compensation plans. These are the 2010 Employee Stock Ownership Plan, the 2011 Recognition and Retention Plan (a restricted stock plan), and the 2011 Stock Option Plan. The fair value of the options is calculated by using the Black-Scholes option pricing model which assumes that the option exercises occur at the end of the expected term of the option.
Stock Based Compensation Plans. (Continued) Under the recognition and retention plan (RRP), restricted stock was granted to directors and officer-employees. The objective of the plan is to enable the Company to provide directors and officer-employees with a proprietary interest in the Company and enhance shareholder value by aligning the financial interests of those participants with those of shareholders. The Company will contribute sufficient funds to the RRP Trust (the Trust) so that the Trust can purchase all 42,771 shares of common stock, or 3.9% of the currently outstanding common stock. The shares will be acquired through open market purchases to the extent available with any deficiency fulfilled by the issuance of un-issued shares of the Company. Restricted shares were granted in May of 2011 for 42,771 shares of Company stock allocated under the RRP. Of the shares granted, 1,622 have been forfeited. The plan allows for forfeited shares to be re-granted. In October of 2017, 1,200 additional restricted shares were granted under the plan and were all unvested as of December 31, 2017. Shares granted will vest at a rate of no more rapid than 20% per year beginning one year from the anniversary date of the grant. As of December 31, 2017, 41,490 shares have been purchased by the Trust and 41,149 shares have been earned and issued. Shares are recorded at cost at the time of purchase and reported in the Consolidated Balance Sheet as unearned shares, which is a contra-equity account. The balance in unearned purchased shares is reduced as shares vest. At December 31, 2017, there were 341 unearned purchased shares remaining and reported at cost in the Consolidated Balance Sheet. All shares have been adjusted for any stock dividends paid. The following table represents unearned allocated restricted shares activity for the year ended December 31, 2017: Outstanding at January 1, 2017 - $ - Granted 1,200 28.25 Forfeited - - Vested or earned - - Outstanding at December 31, 2017 1,200 $ 28.25 During 2017, the Company made restricted share awards of 1,200 shares to participants. No shares were vested and issued to participants as of December 31, 2017. The compensation expense that has been charged against income was $1,000 and $45,000 in 2017 and 2016, respectively. The total income tax benefit recognized in the income statement for each of those years was $0 and $15,000, respectively. The total remaining unearned compensation related to restricted shares at December 31, 2017 was $34,000. Compensat...
Stock Based Compensation Plans. During fiscal 2006 the Company adopted a stock option plan which provides for the granting of non-qualified stock options to various officers, directors and affiliates of ShopKo. The options granted under the plan have a term of ten years and generally vest over five years. A summary of information related to the subsidiary stock options granted is as follows: Shares Outstanding Reserved for Option Grant Stock Options Granted Price Range Weighted Average Exercise Price Fair Value At Grant 10,000,000 700,000 577,500 $ 4.35-$26.71 $ 7.33 $ 2.11 Stock-based compensation expense of $121,000 was recognized under SFAS No. 123R for the 53 weeks ended February 3, 2007. As of February 3, 2007, there was $0.9 million of total unrecognized compensation cost related to non-vested share-based compensation plans, which is expected to be recognized over a weighted average period of approximately 5 years. The Company has used an estimated forfeiture rate of 25%. The fair value of the options granted was estimated using the Black-Scholes option pricing model based on the estimated market value of the respective subsidiaries at the grant date and the weighted average assumptions specific to the underlying options granted in fiscal 2006, as follows: Risk-free interest rate 5.0 % Expected volatility 32.7 % Dividend yield 0.0 % Expected option life (years) 6.5 Prior to the Acquisition no stock-based employee compensation cost is reflected in the results of operations for stock option awards made prior to the Acquisition as all options granted under those plans had an exercise price equal to the market value of the underlying common stock on the date of grant. Pre-tax expense related to the intrinsic value of restricted stock issued was $0.6 million for the forty-eight weeks ended December 31, 2005 and $0.4 million for fiscal 2004. Defined Contribution Plan—Substantially, all employees of the Company are covered by a defined contribution plan. The plan provides for an employer matching contribution equal to 100% of the first three percent and 50% of the next 2% of compensation contributed by participating employees. Employer matching contributions were $5.9 million for fiscal 2006; $0.4 million for the four week period ended January 28, 2006; $5.3 million for the forty-eight week period ended December 31, 2005; and $5.4 million for fiscal 2004.
