Vesting of Award Shares. Recipient shall become vested in a percentage of the Award Shares shown below, subject (except as provided otherwise in this Section 1.2) to the Continuous Service of the Recipient from the Award Date of the Award Shares through the specified vesting date: If the above calculation of vested Award Shares would result in a fraction, any fraction will be rounded to zero. Upon the cessation of the Recipient’s Continuous Service prior to the Vesting Date, the Award Shares shall automatically be forfeited; provided, that if (i) a Change in Control occurs while the Recipient is performing Continuous Service and the Award Shares are not assumed, (ii) the Recipient ceases Continuous Service by reason of death or the Company terminates the Recipient’s Continuous Service due to the Recipient’s Disability (as that term is defined in a then current employment agreement or offer letter), or (iii) the Recipient’s employment agreement or offer letter provides for accelerated vesting upon such cessation of Continuous Service, then the Recipient shall nonetheless immediately, as of the date of such Change in Control or cessation of Continuous Service, as applicable, become fully (100%) vested in the Award Shares. Notwithstanding the foregoing, the Board may, in its sole discretion, accelerate the vesting of the Award Shares in whole or in part. The Award Shares which have become vested pursuant to the vesting schedule or by virtue of such acceleration are herein referred to as the “Vested Award Shares” and all Award Shares which are not Vested Award Shares are sometimes herein referred to as the “Unvested Award Shares.”
Vesting of Award Shares. (a) Twenty-five percent (25%) of the Award Shares (rounded to the nearest whole number) automatically will vest in Grantee on each of the first four (4) anniversaries of the Award Date (each such anniversary being referred to in this Agreement as a “Vesting Date”); provided, however, that no Award Shares shall vest in Grantee on a particular Vesting Date unless Grantee has been continuously employed by the Company from the Award Date until such Vesting Date.
(b) For purposes of this Agreement, a “Termination of Employment” of Grantee means the effective time when the employer-employee relationship between Grantee and the Company terminates for any reason whatsoever.
(c) In determining the existence of continuous employment of Grantee by the Company or the existence of an employer-employee relationship between Grantee and the Company for purposes of this Agreement, the term “Company” shall include a Subsidiary (as defined in the Plan); and neither a transfer of Grantee from the employ of the Company to the employ of a Subsidiary nor the transfer of Grantee from the employ of a Subsidiary to the employ of the Company or another Subsidiary shall be deemed to be a Termination of Employment of Grantee.
(d) After the Grantee has become vested in any of the Award Shares and, if applicable, after the cancellation of certain of the Award Shares as provided for in Section 12(b) has occurred, the Company will instruct the Transfer Agent to remove all restrictions on the transfer, assignment, pledge, encumbrance, or other disposition of the then remaining vested Award Shares in the Restricted Stock Account. Grantee thereafter may dispose of such remaining vested Award Shares in Grantee’s sole discretion, subject to compliance with securities and other applicable laws and Company policies with respect to dispositions of Company stock, and may request the Transfer Agent to issue a certificate for such remaining vested Award Shares in Xxxxxxx’s name free of any restrictions.
Vesting of Award Shares. Recipient shall become vested in a percentage of the Award Shares shown below based upon the Continuous Service of the Recipient from the Award Date of the Award Shares through the specified vesting date:1
Vesting of Award Shares. Except to the extent otherwise expressly provided in any other written agreement between Recipient and the Company executed before the Award Date of this Agreement providing more favorable terms for the Recipient, Recipient shall become vested in the percentage of the
1 Unless otherwise indicated, all capitalized terms used in this Agreement are defined in the “Definitions” section of Exhibit A. Exhibit A is incorporated by reference and is included in the definition of “Agreement.” Award Shares shown below based upon the Continuous Service of the Recipient from the Award Date of the Award Shares (as noted hereon): 0.0000 % Less than 1 year 33.3333 % At least 1 year, but less than 2 years 66.6666 % At least 2 years, but less than 3 years 100.0000 % At least 3 years If the above calculation of vested Shares would result in a fraction, any fraction will be rounded to zero. However, notwithstanding the foregoing, in the event that the Recipient ceases Continuous Service with the Company (1) by reason of death or Disability, (2) after having attained the age of sixty-five (65), (3) because the Recipient’s employment with the Company has been terminated by the Company without Cause, (4) because the Recipient has terminated employment with the Company for Good Reason, or (5) because the Recipient’s employment contract with the Company (if any) has come to an end and has not been renewed or extended, then the Recipient shall nonetheless immediately, as of the date of such cessation of Continuous Service, become fully (100%) vested in the Award Shares. Furthermore, notwithstanding the foregoing, in the event that a Change in Control of the Company occurs, then the Recipient shall nonetheless immediately, as of the date of such Change in Control, become fully (100%) vested in the Award Shares.
Vesting of Award Shares. The Award Shares will become vested, and the restrictions set forth in Section 3.1 will lapse in accordance with the vesting schedule set forth in the Award Notice unless an event giving rise to forfeiture of the Award Shares earlier occurs or the vesting is accelerated in accordance with this Agreement or the Plan. When a portion of the Award Shares has become vested, Bancorp will deliver to Participant, upon request, one or more share certificates evidencing the vested portion of the Award Shares, free of the legend described in Section 6(b) of the Plan.
Vesting of Award Shares. (a) Subject to Sections 2(b), (c), (d) and (e) below, all of Employee’s right, title and interest in and to the Award Shares is and shall be contingent upon and subject to the continued full time employment of Employee by the Company during the vesting periods (the “Vesting Periods”). At the end of each Vesting Period, and provided that Employee is then a full time employee of the Company, Employee shall be deemed to be fully vested without restriction in all of the Award Shares covered by that Vesting Period. Each Vesting Period begins on the effective date hereof.
Vesting of Award Shares. Director’s right, title and interest in and to the Award Shares is and shall be fully vested without restriction upon the date of grant; provided, however, that transfer of the Award Shares shall be subject to the transfer restrictions set forth in Section 3.
Vesting of Award Shares. (a) For purposes of this Agreement, "Award Year One" means 201X, "Award Year Two" means 201Y, and "Award Year Three" means 201Z. Each of Award Year One, Award Year Two, and Award Year Three is an "Award Year".
Vesting of Award Shares. Recipient shall become vested in 25% of the Award Shares on each of the first four anniversaries of the Vesting Start Date, subject to the Recipient’s Continuous Service through each applicable vesting date (except as otherwise provided in Section 3 hereto).
Vesting of Award Shares. Recipient shall become vested in a portion of the Award Shares based upon the terms and conditions of the Employment Agreement. In the event of any ambiguity in this Restricted Stock Award Agreement or in the terms of the Employment Agreement which relate to the Award Shares, the good faith interpretation of the Compensation Committee of the Company's Board of Directors shall in all cases control. If the calculation of vested Shares in accordance with the Employment Agreement would result in a fraction of a share, any such fraction will be rounded to zero. Notwithstanding the foregoing, the Board of Directors may, in its sole discretion, accelerate the vesting of the Award Shares in whole or in part. The Award Shares which have become vested pursuant to the Employment Agreement or by virtue of such acceleration are herein referred to as the "Vested Award Shares" and all Award Shares which are not Vested Award Shares are sometimes herein referred to as the "Unvested Award Shares."
