Total Shareholder Return Vesting Requirement Sample Clauses

Total Shareholder Return Vesting Requirement. Subject to Section 4, Section 5 and Section 6, the PSUs shall vest as follows:
Sample 1Sample 2
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Total Shareholder Return Vesting Requirement. The vesting of fifty percent (50%) of both Tranche A and Tranche B shall be subject to performance vesting under this Section 2.A. This performance vesting requirement, which is applicable on both the second and fourth anniversary dates of the Date of Grant, shall be satisfied if Total Shareholder Return (as defined below) of Disney, determined on the relevant anniversary date as provided below, exceeds the Total Shareholder Return for the Standard & Poor’s 500 Composite Stock Index (the “Reference TSR”) over either (i) the period of one year preceding the applicable anniversary date or (ii) the period of three years preceding the applicable anniversary date. “Total Shareholder Return” shall mean, for any given determination date, an amount equal to the average of the total return figures, calculated on the basis of weekly periodicity, as currently reported under “Comparative Returns” by Bloomberg L.P. (or any other reporting service that the Committee may designate from time to time) (i) for Disney and (ii) for the Reference TSR (which is designated by Bloomberg L.P. as the “S&P 500 Index”), as the case may be, for each of the four weeks immediately preceding the determination date, it being understood that if any such determination is made on the last trading day of any week, then that week shall be treated as a preceding week. If the performance vesting requirements of this Section 2.A are not satisfied for Tranche A on the second anniversary date of the Date of Grant, then 50% of Tranche A shall not vest on that date. However, such 50% portion of Tranche A shall not be forfeited at that time and the performance vesting requirement of this Section 2.A shall be satisfied if and when the performance vesting requirements set forth in this Section 2.A applicable on the fourth anniversary date hereof are achieved. If the performance vesting requirements applicable on the fourth anniversary of the Date of Grant are not met, then the 50% portions of Tranche A and Tranche B subject to vesting under this Section 2.A that are not then vested shall be immediately forfeited and the Participant’s rights with respect thereto shall cease.
Sample 1
Total Shareholder Return Vesting Requirement. Subject to Section 4, Section 5 and Section 6, 100% of the PSUs, adjusted to reflect dividends (if any) paid while the PSUs are outstanding during the Performance Period (as defined below) and as may be necessary to take into account capital adjustments described in Section 5.3 of the Plan, shall be eligible to vest beginning on the first Measurement Date occurring in 2030 and each of the Measurement Dates thereafter during the Performance Period and shall vest based on achievement of the Target TSR CAGR as of any such Measurement Date.
Sample 1

Related to Total Shareholder Return Vesting Requirement

  • Total Shareholder Return (i) Up to twenty-five percent (25%) of the RSUs granted to the Participant pursuant to this Agreement shall vest, if at all, based upon the Total Shareholder Return for the Company, as compared to the Comparison Companies, for the Performance Period in the manner set forth on Exhibit 1-A hereto.

  • Equity Vesting All of the then-unvested shares subject to each of the Executive’s then-outstanding equity awards will immediately vest and, in the case of options and stock appreciation rights, will become exercisable (for avoidance of doubt, no more than 100% of the shares subject to the then-outstanding portion of an equity award may vest and become exercisable under this provision). In the case of equity awards with performance-based vesting, all performance goals and other vesting criteria will be deemed achieved at the greater of actual performance or 100% of target levels. Unless otherwise required under the next following two sentences or, with respect to awards subject to Section 409A of the Code, under Section 5(b) below, any restricted stock units, performance shares, performance units, and/or similar full value awards that vest under this paragraph will be settled on the 61st day following the CIC Qualified Termination. For the avoidance of doubt, if the Executive’s Qualified Termination occurs prior to a Change in Control, then any unvested portion of the Executive’s then-outstanding equity awards will remain outstanding for 3 months or the occurrence of a Change in Control (whichever is earlier) so that any additional benefits due on a CIC Qualified Termination can be provided if a Change in Control occurs within 3 months following the Qualified Termination (provided that in no event will the Executive’s stock options or similar equity awards remain outstanding beyond the equity award’s maximum term to expiration). In such case, if no Change in Control occurs within 3 months following a Qualified Termination, any unvested portion of the Executive’s equity awards automatically will be forfeited permanently on the 3-month anniversary of the Qualified Termination without having vested.

  • Minimum Shareholders’ Equity The Borrower will not permit Shareholders’ Equity at the last day of any fiscal quarter of the Borrower to be less than $500,000,000 plus 25% of the net proceeds of the sale of Equity Interests by the Borrower and its Subsidiaries after the Ninth Amendment Effective Date (other than proceeds of sales of Equity Interests by and among the Borrower and its Subsidiaries).

  • Minimum Stockholders’ Equity After the Effective Date, the Borrower will not permit Stockholders’ Equity as of the last day of any fiscal quarter of the Borrower to be less than the sum of (i) $394,077,101 plus (ii) 50% of the aggregate net proceeds of all sales of Equity Interests by the Borrower after the Effective Date.

  • Vesting Requirements The vesting of this Award (other than pursuant to accelerated vesting in certain circumstances as provided in Section 3 below or vesting pursuant to Section 6 below) shall be subject to the satisfaction of the conditions set forth in each of subsections A and B, as applicable, and, in each case, subsection C of this Section 2:

  • Stock Vesting Unless otherwise approved by the Board of Directors, all stock options and other stock equivalents issued after the date of this Agreement to employees, directors, consultants and other service providers shall be subject to vesting as follows: (a) twenty-five percent (25%) of such stock shall vest at the end of the first year following the earlier of the date of issuance or such person’s services commencement date with the company, and (b) seventy-five percent (75%) of such stock shall vest over the remaining three (3) years. With respect to any shares of stock purchased by any such person, the Company’s repurchase option shall provide that upon such person’s termination of employment or service with the Company, with or without cause, the Company or its assignee shall have the option to purchase at cost any unvested shares of stock held by such person.

  • Vesting Date All remaining shares of Restricted Stock will become vested on the Vesting Date.

  • Restricted Period; Vesting 3.1. Except as otherwise provided herein, provided that the Grantee remains in Continuous Service through the applicable vesting date, and further provided that any additional conditions and performance goals set forth in Schedule I have been satisfied, the Restricted Stock will vest in accordance with the following schedule: Vesting Date Shares of Common Stock [VESTING DATE] [NUMBER OR PERCENTAGE OF SHARES THAT VEST ON THE VESTING DATE] [VESTING DATE] [NUMBER OR PERCENTAGE OF SHARES THAT VEST ON THE VESTING DATE] The period over which the Restricted Stock vests is referred to as the “Restricted Period”.

  • Special Vesting Rules Notwithstanding Section 1.2 above:

  • Regular Vesting Except as otherwise provided in the Plan or in this Section 2, your RSUs will vest ratably in three (3) equal annual increments commencing on the first anniversary of the Date of Grant.

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