Vesting of Performance Based Restricted Stock Units Sample Clauses

Vesting of Performance Based Restricted Stock Units. The PRSUs will vest on the vesting date(s) shown or referred to on the Grant Notice, provided that (a) the performance condition(s) for the vesting of such PRSUs have been met, specifically including any required certifications of such performance condition(s), and (b) you continue to be an active Service Provider through each applicable vesting date. Without limiting the foregoing, the vesting of any PRSUs is conditioned on your performing the duties assigned to you by the Company’s management or Board, as applicable, in a manner and with results satisfactory to the Company’s management or Board, as applicable.
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Vesting of Performance Based Restricted Stock Units. The restrictions and conditions of Paragraph 1 of this Agreement shall lapse on the Vesting Date or Dates specified in the following schedule so long as the Grantee remains in a Service Relationship on such Dates. If a series of Vesting Dates is specified, then the restrictions and conditions in Paragraph 1 shall lapse only with respect to the number of Performance-Based Restricted Stock Units specified as vested on such date. For the purposes of the above, the following definitions shall apply: Performance Criteria One shall mean: [INSERT] Performance Criteria One Vest Date shall mean: the date on which the Administrator shall have determined in its discretion that Performance Criteria One has been met. Performance Criteria Two shall mean: [INSERT] Performance Criteria Two Vest Date shall mean: the date on which the Administrator in its discretion shall have determined that Performance Criteria Two has been met. Performance Criteria Three shall mean: [INSERT] Performance Criteria Three Vest Date shall mean: the date on which the Administrator in its discretion shall have determined that Performance Criteria Three has been met. For the purposes of the Administrator’s determinations referenced in the definitions above, such determination shall occur promptly (within 30 days) following a notification by senior management that management believes one or more of Performance Criteria One, Performance Criteria Two and/or Performance Criteria Three has occurred, including the date of occurrence.
Sample 1
Vesting of Performance Based Restricted Stock Units. The Performance-Based Restricted Stock Units may be subject to accelerated vesting and settlement in connection with a Change of Control to the extent provided in Section 10 of the Plan.
Sample 1
Vesting of Performance Based Restricted Stock Units. Subject to (i) the Participant’s Continued Service through the last day of the 2020 Performance Period (as defined below) and (ii) compliance with the terms and conditions of this Agreement (including without limitation, the restrictive covenants set forth in Appendix A), the Performance-Based Restricted Stock Units shall be earned and vested following the end of the 2020 Performance Period (as defined below). One-third of the target number of Performance-based Restricted Stock Units granted in Section 1 will be assigned to each individual Performance Period, with the actual number of Performance-Based Restricted Stock Units in each tranche that will become earned and vested during that Performance Period to be determined based on the Company’s level of adjusted non-capitalized EBITDA (as defined below) generated (the “Performance Goal”) during the applicable performance periods set forth below (each a “Performance Period”). As used herein, “EBITDA” means Company adjusted non-capitalized earnings before interest, taxes, depreciation and amortization.
Sample 1
Vesting of Performance Based Restricted Stock Units. So long as your Service continues, the PRSUs shall vest on (the “Vesting Date”). Except as described in Section 3, all PRSUs subject to this Agreement that have not vested shall be forfeited upon termination of your Service. Upon the Vesting Date, the Company’s cumulative earnings before interest, taxes, depreciation and amortization (“EBITDA”) for the period to (the “Performance Period”) shall be measured (“Cumulative EBITDA”). There shall be no vesting or payout of any PRSUs if the Cumulative EBITDA for the Performance Period is below . Cumulative EBITDA of for the Performance Period shall result in a % vesting and payout of the PRSUs (or such greater percentage as may be obtained by linear interpolation for amounts greater than , but less than ); [Cumulative EBITDA of for the Performance Period shall result in a vesting and payout of the PRSUs (or such greater percentage as may be obtained by linear interpolation for amounts greater than million, but less than million);] Cumulative EBITDA of or greater for the Performance Period shall result in a 100% vesting and payout of the PRSUs. Payments, if any, shall be made as soon as practicable following the Vesting Date after the Compensation Committee of the Company’s Board of Directors certifies the Cumulative EBITDA achieved, but in any event no later than (the “Payment Date”). Payments, if any, shall be rounded down to the nearest whole Share.
Sample 1
Vesting of Performance Based Restricted Stock Units. (a) [FOR RESTRICTED STOCK UNITS: Subject to (i) the Participant’s Continued Service through the applicable Vesting Date (as defined below) and (ii) compliance with the terms and conditions of this Agreement (including without limitation, the restrictive covenants set forth in Appendix A), twenty-five percent (25%) of the Restricted Stock Units shall vest on each of the first four (4) anniversaries of the Date of Grant (each, a “Vesting Date”).] (b) [FOR PERFORMANCE-BASED RESTRICTED STOCK UNITS: Performance Goal. Subject to (i) the Participant’s Continued Service through the last day of the applicable Performance Period (as defined below), (ii) compliance with the terms and conditions of this Agreement (including without limitation, the restrictive covenants set forth in Appendix A) and (iii) Sections 3(d) and 3(e), twenty-five percent (25%) of the number of Performance-Based Restricted Stock Units shall be earned and vested on the last day of each of the four (4) performance periods set forth below (each, a “Performance Period”) if the Company generates at least $100,000,000 of EBITDA (as defined below) during such Performance Period (the “Performance Goal”). “EBITDA” means Company earnings before interest, taxes, depreciation and amortization.
Sample 1
Vesting of Performance Based Restricted Stock Units. The Executive’s performance-based restricted stock units (“PSUs”) shall no longer be subject to any time-based vesting requirements (which shall be deemed to be satisfied at such time as the Release has been executed and delivered to the Company by the Executive and has become irrevocable), and shall continue to vest and pay based only on the applicable Company-based performance metrics provided in their applicable award agreements, as if the Executive’s employment had continued through any applicable payment dates.
Sample 1
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Vesting of Performance Based Restricted Stock Units 
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Related to Vesting of Performance Based Restricted Stock Units

  • Grant of Performance Share Units The Company hereby grants to the Participant the Target Number of PSUs Granted, effective as of the Date of Award and subject to the terms and conditions of the Plan and this Award Agreement. Each PSU represents the unsecured right to receive a number of Shares, if any, in accordance with the terms and conditions of this Award Agreement. The Participant shall not be required to pay any additional consideration for the issuance of the Shares, if any, upon settlement of the PSUs.

  • Grant of Performance Stock Units Subject to the terms of this Agreement, and the Incentive Plan, effective as of the Grant Date the Participant is hereby granted [Number] Performance Stock Units (the “Target Performance Units”). This Award contains the right to dividend equivalents (“Dividend Equivalents”) with respect to Earned Performance Units (as defined in Section 3(a)) as described in Section 4. Each Performance Stock Unit awarded hereunder shall become earned and vested as described in Section 3 and each Earned Performance Unit (and associated Earned Dividend Equivalents thereon as described in Section 4) shall be settled in accordance with Section 5.

  • Grant of Performance Shares Pursuant to the provisions of (i) the Plan, (ii) the individual Award Agreement governing the grant, and (iii) these Terms and Conditions, the Employee may be entitled to receive Performance Shares. Each Performance Share that becomes payable shall entitle the Employee to receive from the Company one share of the Company's common stock (“Common Stock”) upon the expiration of the Incentive Period, as defined in Section 2, except as provided in Section 13. The actual number of Performance Shares an Employee will receive will be calculated in the manner described in these Terms and Conditions, including Exhibit A, and may be different than the Target Number of Performance Shares set forth in the Award Agreement.

  • Grant of Performance Units Capital One hereby grants to you an award of Units with a Target Award, as indicated on the Grant Notice. The maximum payout for this award is 150% of the Target Award plus accrued dividends pursuant to Section 6. The Units shall vest and the underlying shares of common stock of Capital One, $.01 par value per share (such underlying shares, the “Shares”), shall be issuable only in accordance with the provisions of this Agreement and the Plan.

  • Performance-Based Vesting At the end of each Measurement Year, on the Measurement Date, the percentage of Shares set forth above shall be eligible to vest (the "Eligible Shares"). On each Measurement Date, 50% of the Eligible Shares shall become Vested Shares if at least 90% of the Target EBITDA amount was met for the prior Measurement Year. If more than 90% of the Target EBITDA amount was met for the prior Measurement Year, then the Eligible Shares shall become Vested Shares on a straight line basis such that an additional 5% of Eligible Shares shall become Vested Shares for each 1% that actual Consolidated Adjusted EBITDA exceeds 90% of the Target EBITDA amount.

  • Vesting of Restricted Stock Units The restrictions and conditions of Section 1 of this Agreement shall lapse on the Vesting Date or Dates specified in the following schedule so long as the Grantee remains in a Business Relationship (as defined in Section 3 below) on such Dates. If a series of Vesting Dates is specified, then the restrictions and conditions in Section 1 shall lapse only with respect to the number of Restricted Stock Units specified as vested on such date. Incremental Number of Restricted Stock Units Vested Vesting Date The Administrator may at any time accelerate the vesting schedule specified in this Section 2.

  • Performance Share Units The Committee may, in its discretion, grant to Executive performance share units subject to performance vesting conditions (collectively, the “Performance Units”), which shall be subject to restrictions on their sale as set forth in the Plan and an associated Performance Unit Grant Letter.

  • Performance Share Awards On the Performance Share Vesting Date next following the Executive's date of death, the number of Performance Shares that shall become Vested Performance Shares shall be determined by multiplying (a) that number of shares of Company Common Stock subject to the Performance Share Agreement that would have become Vested Performance Shares had no such termination occurred; provided, however, in no case shall the number of Performance Shares that become Vested Performance Shares exceed 100% of the Target Number of Performance Shares set forth in the Performance Share Agreement, by (b) the ratio of the number of full months of the Executive's employment with the Company during the Performance Period (as defined in the Performance Share Agreement) to the number of full months contained in the Performance Period. Vested Common Shares shall be issued in settlement of such Vested Performance Shares on the Settlement Date next following the Executive’s date of death.

  • Vesting of Award Subject to Section 2(b) below and the other terms and conditions of this Agreement, this Award shall become vested in three equal annual installments on the first, second and third anniversaries of the date hereof. Unless otherwise provided by the Company, all dividends and other amounts receivable in connection with any adjustments to the Shares under Section 4(c) of the Plan shall be subject to the vesting schedule in this Section 2(a).

  • Payment of Restricted Stock Units (a) The Restricted Stock Units that have become non-forfeitable pursuant to Section 1 of this Schedule B will be paid in Common Shares transferred to you within 10 business days following the Vesting Date, provided, however, that, subject to Section 3(b) of this Schedule B, (i) in the event a Change of Control occurs prior to the Vesting Date or (ii) in the event your employment terminates on account of the reasons set forth in Section 1(b)(ii) of this Schedule B prior to the Vesting Date, the Restricted Stock Units will be paid within 10 business days following such Change of Control or the date of the termination of your employment, whichever applies. If PolyOne determines that it is required to withhold any federal, state, local or foreign taxes from any payment, PolyOne will withhold Common Shares with a Market Value per Share equal to the amount of these taxes from the payment. (b) If the event triggering the right to payment under Section 3(a) of this Schedule B does not constitute a permitted distribution event under Section 409A(a)(2) of the Code, then notwithstanding anything herein to the contrary, the payment of Common Shares will be made to you, to the extent necessary to comply with Section 409A of the Code, on the earliest of (i) your “separation from service” with PolyOne or a Subsidiary (determined in accordance with Section 409A) that occurs after the event giving rise to payment; (ii) the Vesting Date; or (iii) your death. In addition, if you are a “key employee” as determined pursuant to procedures adopted by PolyOne in compliance with Section 409A of the Code and any payment of Common Shares made pursuant to this Schedule B is considered to be a “deferral of compensation” (as such phrase is defined for purposes of Section 409A of the Code) that is payable upon your “separation from service” (within the meaning of Section 409A of the Code), then the payment date for such payment shall be the date that is the tenth business day of the seventh month after the date of your “separation from service” with PolyOne or a Subsidiary (determined in accordance with Section 409A of the Code).

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