Stock Grant. The Company shall grant to Executive on the Operative Date 50,251 shares of common stock (the "Signing Bonus Shares"). The Signing Bonus Shares shall be fully vested on the Operative Date, but may not be transferred until the earlier of (i) the first anniversary of the Operative Date and (ii) Executive's termination of employment. The Company shall make a cash payment to Executive on the Operative Date in an amount such that after payment of all federal, state or local taxes on such amount (based upon the highest applicable marginal rate for Connecticut residents performing services in that state and net of the maximum reduction in federal income taxes attributable to the deduction of such state and local taxes), Executive is left with an amount equal to the aggregate federal, state and local taxes on the Signing Bonus Shares. In the event that the federal, state or local taxes (net of any reduction in federal income taxes attributable to the deduction of such state and local taxes) actually paid by Executive resulting from any payment under this Section 4(c)(i) exceed the amount paid to him by the Company in accordance with the third sentence of this Section 4(c)(i) at the time of the grant, the Company shall make an additional payment to the Executive such that Executive is left with an amount, together with the amount paid to him in accordance with the third sentence of this Section 4(c)(i), equal to the aggregate federal, state and local taxes actually paid by the Executive on the Signing Bonus Shares. In the event that the federal, state or local taxes (net of any reduction in federal income taxes attributable to the deduction of such state and local taxes) actually paid by Executive resulting from any payment under this Section 4(c)(i) are less than the amount paid to him by the Company in accordance with the third sentence of this Section 4(c)(i) at the time of the grant, the Executive shall pay to the Company an amount such that the Executive is left with an amount equal to the federal, state or local taxes on the Signing Bonus Shares.
Appears in 1 contract
Samples: Employment Agreement (Magellan Health Services Inc)
Stock Grant. The Company shall grant to Executive grxxx xx Xxxxxxxxe on the Operative Date 50,251 33,501 shares of common stock (the "Signing Bonus Shares"). The Signing Bonus Shares shall be fully vested on the Operative Date, but may not be transferred until the earlier of (i) the first anniversary of the Operative Date and (ii) Executive's termination of employment. The Company shall make a cash payment to Executive on the Operative Date in an amount such that after payment of all federal, state or local taxes on such amount (based upon the highest applicable marginal rate for Connecticut residents of Baltimore County, Maryland performing services in that state Connecticut and net of the maximum reduction in federal income taxes attributable to the deduction of such state and local taxes), Executive is left with an amount equal to the aggregate federal, state and local taxes on the Signing Bonus Shares. In the event that the federal, state or local taxes (net of any reduction in federal income taxes attributable to the deduction of such state and local taxes) actually paid by Executive resulting from any payment under this Section 4(c)(i) exceed the amount paid to him by the Company in accordance with the third sentence of this Section 4(c)(i) at the time of the grant, the Company shall make an additional payment to the Executive such that Executive is left with an amount, together with the amount paid to him in accordance with the third sentence of this Section 4(c)(i), equal to the aggregate federal, state and local taxes actually paid by the Executive on the Signing Bonus Shares. In the event that the federal, state or local taxes (net of any reduction in federal income taxes attributable to the deduction of such state and local taxes) actually paid by Executive resulting from any payment under this Section 4(c)(i) are less than the amount paid to him by the Company in accordance with the third sentence of this Section 4(c)(i) at the time of the grant, the Executive shall pay to the Company an amount such that the Executive is left with an amount equal to the federal, state or local taxes on the Signing Bonus Shares.
Appears in 1 contract
Samples: Employment Agreement (Magellan Health Services Inc)
Stock Grant. The Company shall grant to Executive on the Operative Date 50,251 83,752 shares of common stock (the "Signing Bonus Shares"). The Signing Bonus Shares shall be fully vested on the Operative Date, but may not be transferred until the earlier of (i) the first anniversary of the Operative Date and (ii) Executive's termination of employment. The Company shall make a cash payment to Executive on within 10 business days of the Operative Date in an amount such that after payment of all federal, state or local taxes on such amount (based upon the highest applicable marginal rate for Connecticut residents performing services in that state and net of the maximum reduction in federal income taxes attributable to the deduction of such state and local taxes), Executive is left with an amount equal to (i) the aggregate federal, state and local taxes on the Signing Bonus SharesShares less (ii) an amount equal to the product of (A) 15% plus the highest marginal long-term capital gains rate in Connecticut for residents performing services in that state times (B) the difference between the closing price of common stock on the Operative Date over $11.94 times (C) the number of Signing Bonus Shares (such amount in clause (ii), the "Signing Bonus Shares Capital Gains Amount"). In the event that the federal, state or and local taxes (net of any reduction in federal income taxes attributable to the deduction of such state and local taxes) actually paid by Executive in excess of the Signing Bonus Shares Capital Gains Amount resulting from any payment under this Section 4(c)(i) exceed the amount paid to him by the Company in accordance with the third sentence of this Section 4(c)(i) at the time of the grant, the Company shall make an additional payment to the Executive such that Executive is left with an amount, together with the amount paid to him in accordance with the third sentence of this Section 4(c)(i), equal to the aggregate federal, state and local taxes actually paid by the Executive on as a result of the receipt of the Signing Bonus Shares, less the Signing Bonus Shares Capital Gains Amount. In the event that the federal, state or and local taxes (net of any reduction in federal income taxes attributable to the deduction of such state and local taxes) actually paid by Executive in excess of the Signing Bonus Shares Capital Gains Amount resulting from any payment under this Section 4(c)(i) are less than the amount paid to him by the Company in accordance with the third sentence of this Section 4(c)(i) at the time of the grant, the Executive shall pay to the Company an amount such that the Executive is left with an amount equal to the aggregate federal, state or and local taxes on actually paid by the Executive as a result of receipt of the Signing Bonus Shares, less the Signing Bonus Shares Capital Gains Amount.
Appears in 1 contract
Samples: Execution Copy Employment Agreement (Magellan Health Services Inc)
Stock Grant. The Company shall grant to Executive on the Operative Date 50,251 shares of common stock (the "Signing Bonus Shares"). The Signing Bonus Shares shall be fully vested on the Operative Date, but may not be transferred until the earlier of (i) the first anniversary of the Operative Date and (ii) Executive's termination of employment. The Company shall make a cash payment to Executive on within 10 business days of the Operative Date in an amount such that after payment of all federal, state or local taxes on such amount (based upon the highest applicable marginal rate for Connecticut residents performing services in that state and net of the maximum reduction in federal income taxes attributable to the deduction of such state and local taxes), Executive is left with an amount equal to (i) the aggregate federal, state and local taxes on the Signing Bonus SharesShares less (ii) an amount equal to the product of (A) 15% plus the highest marginal long-term capital gains rate in Connecticut for residents performing services in that state times (B) the difference between the closing price of common stock on the Operative Date over $11.94 times (C) the number of Signing Bonus Shares (such amount in clause (ii), the "Signing Bonus Shares Capital Gains Amount"). In the event that the federal, state or and local taxes (net of any reduction in federal income taxes attributable to the deduction of such state and local taxes) actually paid by Executive in excess of the Signing Bonus Shares Capital Gains Amount resulting from any payment under this Section 4(c)(i) exceed the amount paid to him by the Company in accordance with the third sentence of this Section 4(c)(i) at the time of the grant, the Company shall make an additional payment to the Executive such that Executive is left with an amount, together with the amount paid to him in accordance with the third sentence of this Section 4(c)(i), equal to the aggregate federal, state and local taxes actually paid by the Executive on as a result of the receipt of the Signing Bonus Shares, less the Signing Bonus Shares Capital Gains Amount. In the event that the federal, state or and local taxes (net of any reduction in federal income taxes attributable to the deduction of such state and local taxes) actually paid by Executive in excess of the Signing Bonus Shares Capital Gains Amount resulting from any payment under this Section 4(c)(i) are less than the amount paid to him by the Company in accordance with the third sentence of this Section 4(c)(i) at the time of the grant, the Executive shall pay to the Company an amount such that the Executive is left with an amount equal to the aggregate federal, state or and local taxes on actually paid by the Executive as a result of receipt of the Signing Bonus Shares, less the Signing Bonus Shares Capital Gains Amount.
Appears in 1 contract
Samples: Employment Agreement (Magellan Health Services Inc)
Stock Grant. The Company shall grant to Executive on the Operative Date 50,251 83,752 shares of common stock (the "Signing Bonus Shares"). The Signing Bonus Shares shall be fully vested on the Operative Date, but may not be transferred until the earlier of (i) the first anniversary of the Operative Date and (ii) Executive's termination of employment. The Company shall make a cash payment to Executive on the Operative Date in an amount such that after payment of all federal, state or local taxes on such amount (based upon the highest applicable marginal rate for Connecticut residents performing services in that state and net of the maximum reduction in federal income taxes attributable to the deduction of such state and local taxes), Executive is left with an amount equal to the aggregate federal, state and local taxes on the Signing Bonus Shares. In the event that the federal, state or local taxes (net of any reduction in federal income taxes attributable to the deduction of such state and local taxes) actually paid by Executive resulting from any payment under this Section 4(c)(i) exceed the amount paid to him by the Company in accordance with the third sentence of this Section 4(c)(i) at the time of the grant, the Company shall make an additional payment to the Executive such that Executive is left with an amount, together with the amount paid to him in accordance with the third sentence of this Section 4(c)(i), equal to the aggregate federal, state and local taxes actually paid by the Executive on the Signing Bonus Shares. In the event that the federal, state or local taxes (net of any reduction in federal income taxes attributable to the deduction of such state and local taxes) actually paid by Executive resulting from any payment under this Section 4(c)(i) are less than the amount paid to him by the Company in accordance with the third sentence of this Section 4(c)(i) at the time of the grant, the Executive shall pay to the Company an amount such that the Executive is left with an amount equal to the federal, state or local taxes on the Signing Bonus Shares.
Appears in 1 contract
Samples: Employment Agreement (Magellan Health Services Inc)