Stock Options and Restricted Stock Awards. Executive shall be eligible to receive grants of stock options and restricted stock awards as determined in the discretion of the Compensation Committee under any stock option plan or incentive plan of the Company or any affiliate.
Stock Options and Restricted Stock Awards. ● All unexercised stock options and unvested restricted stock awards that remain outstanding on the Termination Date shall be governed by the terms of the applicable plans and awards, except to the extent specifically amended by the terms of the Separation Agreement and General Release between the parties.
Stock Options and Restricted Stock Awards. (i) Subject to the terms and conditions of the Company's 1994 Stock Option and Restricted Stock Plan (the "Plan"), at the Effective Time, the Company and the Executive will enter into the Stock Option Award Agreement annexed hereto as Exhibit A. The options granted pursuant to such agreement shall vest and become exercisable in installments of twenty-five percent per year commencing on the first anniversary following the Effective Time, provided that the Executive is employed by the Company or any of its affiliates on each such anniversary date. If the Company terminates Executive's employment during the Term due to a Without Cause Termination, all such options shall vest and become immediately exercisable for ninety days following the date of such termination, after which date all options shall lapse. Upon a Termination for Cause of the Executive by the Company during the Term, all such options, whether or not previously vested, shall immediately lapse.
(ii) Subject to the terms and conditions of the Plan, at the Effective Time, the Company and the Executive will enter into the Restricted Stock Grant Agreement annexed hereto as Exhibit B. Restrictions on such restricted shares shall lapse on the second anniversary following the Effective Time, so long as, on such date, the Company and the Executive agree that the Executive has satisfied such performance goals as may be mutually agreed upon by the Executive and the CEO. If the Company terminates Executive's employment during the Term due to a Without Cause Termination, all restrictions on such shares shall immediately lapse, provided that such performance goals have been satisfied as of the date of termination. Upon a Termination for Cause of the Executive by the Company during the Term, all such shares, whether or not previously vested, shall be immediately forfeited.
(iii) In addition to the grants set forth in Sections 3(c)(i) and 3(c)(ii) of this Section 3, the Executive shall, on and following the Effective Time, be eligible for consideration for stock option grants and restricted stock awards at such times as other similarly situated executives, in accordance with the Company's customary practice.
Stock Options and Restricted Stock Awards. Upon the occurrence of a Change of Control, subject to the Executive remaining employed by the Company on such date, all outstanding stock option awards shall vest in full and any restrictions or forfeiture provisions applicable to restricted stock awards shall lapse; provided, however, that if the Executive’s employment is terminated Other Than For Cause under the circumstances described in Section 6(d)(ii), any stock option and restricted stock awards held by the Executive that were unvested at the time of such termination shall become fully vested upon the occurrence of a Change of Control [and shall be terminated in exchange for a payment determined under the procedures set forth in Section 2.3(b) of the Tetra Tech, Inc. 2005 Equity Incentive Plan.] The lapse of such vesting, forfeiture, or other restrictions described in this Section 5 shall take place regardless of the satisfaction of any performance criteria. The Change of Control shall not extend the term or exercise period of any stock option. In the event of any conflict between the terms of this Agreement and the terms of any equity plan or individual agreement evidencing an equity award, the terms of this Agreement (including, but not limited to, the definition of “Change of Control”) shall govern. For avoidance of doubt, the unvested portion of any stock option or restricted stock awards held by the Executive prior to a Change of Control shall not be forfeited solely due to the Executive’s termination of employment Other Than For Cause to the extent required to provide the Executive with the benefits set forth in this Section 5. For purposes of this Agreement, references to restricted stock shall also include restricted stock units.
Stock Options and Restricted Stock Awards. Prior to the date of this Agreement, Employee has been granted stock options in two separate grants under the Company’s Amended and Restated 1996 Stock Option Plan (the “1996 Plan”): (i) August 31, 2000; and (ii) January 11, 2002 (collectively, the “1996 Plan Grants”) and one stock option grant under the Company’s Amended and Restated 2000 Stock Option Plan (the “2000 Plan”): Xxxxx 00, 0000 (xxx “2000 Plan Grant”). While the shares, to the extent not already vested and exercisable, underlying the 1996 Plan Grants vest and become immediately exercisable upon a Change of Control (as defined in the 1996 Plan), the shares, to the extent not already vested and exercisable, underlying the 2000 Plan Grant will vest and become immediately exercisable upon a Change in Control (as defined in this Agreement). All shares underlying future grants of stock options and/or restricted stock awards, if any, to Employee under the 1996 Plan, the 2000 Plan and/or any other stock based incentive plan of the Company existing as of the date of this Agreement or during the Term, will vest and become immediately exercisable upon a Change in Control. This Change in Control vesting provision will be reflected in each stock option agreement for each stock option grant and/or restricted stock award, if any, granted under the 1996, the 2000 Plan and/or any other stock based incentive compensation plan of the Company as of the date of this Agreement or after the date of this Agreement during the Term. Except as otherwise expressly set forth herein, all of the terms, provisions and conditions of the 1996 Plan Grants and the 2000 Plan Grant shall remain in full force and effect unaltered and unaffected hereby. In addition, in any stock option grant and/or restricted stock award under the 1996 Plan, the 2000 Plan and/or any other stock based compensation plan of the Company as of or after the date of this Agreement during the Term, the definition of Cause in this Agreement shall be the definition used in any such stock option grant and/or restricted stock award. As to: (a) any stock options granted under the 1996 Plan, the 2000 Plan and/or any other stock based incentive plan of the Company existing as of or subsequent to the date of this Agreement, during the Term or during Employee’s employment with the Company and Edgewater Delaware, if subsequent to the Term; and/or (b) any restricted stock awards issued under any stock based incentive compensation plan existing as of or subsequent to t...
Stock Options and Restricted Stock Awards. Prior to the date of this Agreement, Employee has been granted stock options and restricted stock under the Company’s Amended and Restated 1996 Stock Option Plan (the “1996 Plan”), the Company’s Amended and Restated 2000 Stock Option Plan (the “2000 Plan”) and the Company’s 2003 Incentive plan (the “2003 Plan”). All shares underlying all existing and future grants of stock options and/or restricted stock awards, if any, to Employee under the 1996 Plan, the 2000 Plan, the 2003 Plan and/or any other stock based incentive plan of the Company existing as of the date of this Agreement or during the Term, will vest and become immediately exercisable upon a Change in Control. This Change in Control vesting provision will be reflected in each stock option agreement for each stock option grant and/or restricted stock award, if any, granted under the 1996, the 2000 Plan, the 2003 Plan and/or any other stock based incentive compensation plan of the Company as of the date of this Agreement or after the date of this Agreement during the Term. Except as otherwise expressly set forth herein, all of the terms, provisions and conditions of the 1996 Plan grants, the 2000 Plan grants and the 2003 Plan Grants shall remain in full force and effect unaltered and unaffected hereby. In addition, in any stock option grant and/or restricted stock award under the 1996 Plan, the 2000 Plan, the 2003 Plan and/or any other stock based compensation plan of the Company after the date of this Agreement, the definition of Cause in this Agreement shall be the definition used in any such stock option grant and/or restricted stock award. As to: (a) any stock options granted under the 1996 Plan, the 2000 Plan, the 2003 Plan and/or any other stock based incentive plan of the Company existing as of or subsequent to the date of this Agreement, during the Term or during Employee’s employment with the Company, if subsequent to the Term; and/or (b) any restricted stock awards issued under any stock based incentive compensation plan existing as of or subsequent to the date of this Agreement, during the Term or during Employee’s employment with the Company and Edgewater, if subsequent to the Term, among other terms, provisions and conditions in such grants and/or awards, in each of (a) and (b), the shares underlying each such stock option grant, if any, and/or restricted stock award, if any, shall vest and: (i) as to stock option grants become immediately exercisable by Employee for the period specifie...
Stock Options and Restricted Stock Awards. Xxxxxx has been awarded the following option grants: (i) On May 7, 1998 Xxxxxx was granted a nonqualified option to purchase 66,666 shares (as adjusted) of the Company's common stock, par value $.01 ("Common Stock") at an exercise price of $.033 per share, which grant shall remain in effect in accordance with the terms of a Nonqualified Employee Stock Option Agreement between the Company and Xxxxxx, ( an "Option Agreement") dated as of the grant date, as well as xxxXxxXxxxxx.xxx, Inc. 1998 Stock Incentive Plan, as amended and restated (the "Plan"); (ii) On February 22, 1999, the Company granted to Xxxxxx a nonqualified option to purchase 333,333 shares of Common Stock, which grant shall remain in effect in accordance with the terms of the Plan and an Option Agreement dated as of the grant date; (iii) On May 10, 1999, the Company granted to Xxxxxx a nonqualified option to purchase 7,500 shares of Common Stock, which grant shall remain in effect in accordance with the terms of the Plan and an Option Agreement dated as of the grant date; (iv) On December 30, 1999, the Company granted to Xxxxxx a nonqualified option to purchase 30,000 shares of Common Stock which, in accordance with the terms of the Plan and an Option Agreement dated as of the grant date expired on March 31, 2001; (v) On January 1, 2001, the Company granted to Xxxxxx an award of 100,000 shares of Restricted Stock (as such term is defined in the Plan) which award shall remain in effect in accordance with the terms of the Plan and a Restricted Stock Agreement between the Company and Xxxxxx dated as of the grant date; (vi) On February 13, 2001, the Company granted to Xxxxxx a nonqualified option to purchase 15,000 shares of Common Stock, which grant shall remain in effect in accordance with the terms of the Plan and an Option Agreement dated as of the grant date; (vii) On February 12, 2002, the Company granted to Xxxxxx a nonqualified option to purchase 15,000 shares of Common Stock, which grant shall remain in effect in accordance with the terms of the Plan and an Option Agreement dated as of the grant date; and (viii) On January 1, 2003, the Company granted to Xxxxxx a nonqualified option to purchase 75,000 shares of Common Stock, which grant shall remain in effect in accordance with the terms of the Plan and an Option Agreement dated as of the grant date. In addition to the Annual Salary, Xxxxxx may, in the discretion of the Compensation Committee of the Company's Board of Directors, be grante...
Stock Options and Restricted Stock Awards. All of Scribante’s stock options and restricted stock (and any related restricted cash) awards that have not vested as of the date hereof are hereby forfeited and cancelled. All of Scribante’s stock options that have vested as of the date hereof may be exercised by him until ninety (90) days after the Termination Date. Scribante shall retain all of his restricted stock (and be paid on any related restricted cash) awards that have vested as of the date hereof. Pursuant to the above provisions of this Section 2B, and to avoid any ambiguity, (i) on May 15, 2017, Scribante vested in 25,159 restricted shares and $70,445.34 in restricted cash pursuant to his tandem restricted stock and restricted cash award agreement granted May 15, 2014; (ii) on May 26, 2017, Scribante vested in 47,814 restricted shares and $70,445.33 restricted cash pursuant to his tandem restricted stock and restricted cash award agreement granted May 26, 2015; and (iii) on June 7, 2017, Scribante vested in 78,694 restricted shares and $72,398.67 restricted cash pursuant to his tandem restricted stock and restricted cash award agreement granted June 7, 2016. All of such restricted shares (totaling 151,667 shares) will be issued to Scribante by or on behalf of Company, and all such restricted cash (totaling $213,289.34) (less required withholdings) will be paid to Scribante by Company, within three (3) business days of the date hereof. Scribante has no other claims with respect thereto.
Stock Options and Restricted Stock Awards. Each option to purchase PHSB Common Stock (a “PHSB Stock Option”) that has been issued pursuant to PHSB’s 1998 Stock Option Plan or PHSB’s 2002 Stock Option Plan (together, the “PHSB Option Plans”) that is outstanding and exercisable at the Effective Time shall be canceled and converted into the right to receive by the option holder, cash in an amount equal to the difference between the Per Share Cash Consideration and the per share exercise price of such PHSB Stock Option for each share of PHSB Common Stock subject to such PHSB Stock Option (the “Option Consideration”). The payment of the Option Consideration, subject to withholding taxes if any, to such holder of PHSB Stock Options shall be subject to the execution by such holder of such instruments of cancellation and release as PHSB and ESB may reasonably require. Plan shares which have been awarded under PHSB’s 1998 Restricted Stock Plan and PHSB’s 2002 Restricted Stock Plan (together, the “PHSB Restricted Stock Plans”) as of the date of this Agreement and which remain outstanding immediately prior to the Effective Time shall become fully earned as of the Effective Time, and the holders of such PHSB Restricted Stock Plan shares shall be entitled to receive, in lieu of distribution of PHSB Common Stock payment, subject to any applicable tax withholding, from PHSB or Peoples Home Savings Bank of the Per Share Cash Consideration for each share of PHSB Common Stock represented by each PHSB Restricted Stock Plan award in exchange for a release executed by such holder of a PHSB Restricted Stock Plan award.
Stock Options and Restricted Stock Awards. Effective as of the date of separation, all unvested options and Restricted Stock Awards shall expire. Employee’s ability to exercise all vested options, if any, shall be governed by the terms of the applicable stock option plan(s), and option agreement(s).
