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Common use of Vesting of Performance Shares Clause in Contracts

Vesting of Performance Shares. (i) Fifty percent (50%) of the Performance Shares shall vest on December 31, 2026 (the “Vesting Date”), but if, and only if, (x) the Grantee remains continuously employed by the Company or one of its subsidiaries from the Date of Grant until the Vesting Date, and (y) the Cumulative Pre-Tax Hybrid Income (as defined below) equals $[***]; (ii) One hundred percent (100%) of the Performance Shares shall vest on the Vesting Date, but if, and only if, (x) the Grantee remains continuously employed by the Company or one of its subsidiaries from the Date of Grant until the Vesting Date, and (y) the Cumulative Pre-Tax Hybrid Income (as defined below) equals or exceeds $[***]; (iii) A prorated amount between fifty percent (50%) and one hundred percent (100%) of the Performance Shares shall vest on the Vesting Date, but if, and only if, (x) the Grantee remains continuously employed by the Company or one of its subsidiaries from the Date of Grant until the Vesting Date, and (y) the Cumulative Pre-Tax Hybrid Income is between $[***] and $[***]; with the number of Performance Shares becoming vested determined by linear interpolation for achievement of a Cumulative Pre-Tax Hybrid Income between the two amounts; and (iv) No Performance Shares shall vest if the Cumulative Pre-Tax Hybrid Income is less than $[***] and no additional Performance Shares in excess of one hundred percent (100%) of the Performance Shares shall vest if the Cumulative Pre-Tax Hybrid Income is more than $[***]. In no event shall the total number of Performance Shares that vest exceed the number of Performance Shares calculated pursuant to Section 1(a). (v) Notwithstanding anything to the contrary in Section 2(a), if Grantee is terminated without Cause (as defined in Grantee’s Employment Agreement with the Company, effective as of July 1, 2021 (the “Employment Agreement”)) or resigns with Good Reason (as defined in the Employment Agreement) (each, an “Involuntary Termination”) at any time after the third (3rd) anniversary of the Date of Grant but prior to the Vesting Date (“Involuntary Termination Date”), the Company shall grant to Grantee an Award equal to a prorated amount of the Performance Shares (“Stub Period Performance Shares”), with the amount of the Stub Period Performance Shares to be granted determined according to the following process: (1) determine the amount of time Grantee was employed by the Company since the Date of Grant as a fraction of the amount of time from Date of Grant through the Vesting Date (i.e., solve for the number of full months employed from Date of Grant through the date of termination/60) (the “Stub Period”), (2) multiply the Performance Shares by the Stub Period to determine the maximum amount of Stub Period Performance Shares for which Grantee is potentially eligible to receive, (3) multiply each of $[***] and $[***] by the Stub Period to obtain the prorated minimum and maximum Cumulative Pre-Tax Hybrid Income amounts that are relevant to the Stub Period Performance Shares determination (“Stub Period Minimum” and “Stub Period Maximum”, respectively), (4) determine the Cumulative Pre-Tax Hybrid Income for the Stub Period (“Stub Period Income”), (5) determine the amount of Stub Period Performance Shares to be awarded as follows: i. Fifty percent (50%) of the Stub Period Performance Shares shall vest on the Involuntary Termination Date, but if, and only if, (x) an Involuntary Termination occurs, (y) the Grantee remains continuously employed by the Company or one of its subsidiaries from the Date of Grant until the Involuntary Termination Date, and (z) the Stub Period Income equals the Stub Period Minimum; ii. One hundred percent (100%) of the Stub Period Performance Shares shall vest on the Involuntary Termination Date, but if, and only if, (x) an Involuntary Termination occurs, (y) the Grantee remains continuously employed by the Company or one of its subsidiaries from the Date of Grant until the Involuntary Termination Date, and (z) the Stub Period Income equals or exceeds the Stub Period Maximum; iii. A prorated amount of the Stub Period Performance Shares shall vest on the Involuntary Termination Date, but if, and only if, (x) an Involuntary Termination occurs, (y) the Grantee remains continuously employed by the Company or one of its subsidiaries from the Date of Grant until the Involuntary Termination Date, and (z) the Stub Period Income is between the Stub Period Minimum and the Stub Period Maximum; and iv. No Stub Period Performance Shares shall vest if the Stub Period Income is less than the Stub Period Minimum and no additional Stub Period Performance Shares in excess of one hundred percent (100%) of the Stub Period Performance Shares shall vest if the Stub Period Income is more than the Stub Period Maximum. In no event shall the total number of Stub Period Performance Shares that vest exceed the number of Stub Period Performance Shares calculated pursuant to Section 2(a)(v).

Appears in 4 contracts

Samples: Performance Shares Agreement (Superior Group of Companies, Inc.), Performance Shares Agreement (Superior Group of Companies, Inc.), Performance Shares Agreement (Superior Group of Companies, Inc.)

Vesting of Performance Shares. (i) Fifty percent (50%) of the Performance Shares shall vest on December 31, 2026 (the “Vesting Date”), but if, and only if, (x) the Grantee remains continuously employed by the Company or one of its subsidiaries from the Date of Grant until the Vesting Date, and (y) the Cumulative Pre-Tax Hybrid Income (as defined below) equals $[***]; (ii) One hundred percent (100%) of the Performance Shares shall vest on the Vesting Date, but if, and only if, (x) the Grantee remains continuously employed by the Company or one of its subsidiaries from the Date of Grant until the Vesting Date, and (y) the Cumulative Pre-Tax Hybrid Income (as defined below) equals or exceeds $[***]; (iii) A prorated amount between fifty percent (50%) and one hundred percent (100%) of the Performance Shares shall vest on the Vesting Date, but if, and only if, (x) the Grantee remains continuously employed by the Company or one of its subsidiaries from the Date of Grant until the Vesting Date, and (y) the Cumulative Pre-Tax Hybrid Income is between $[***] and $[***]; with the number of Performance Shares becoming vested determined by linear interpolation for achievement of a Cumulative Pre-Tax Hybrid Income between the two amounts; and (iv) No Performance Shares shall vest if the Cumulative Pre-Tax Hybrid Income is less than $[***] and no additional Performance Shares in excess of one hundred percent (100%) of the Performance Shares shall vest if the Cumulative Pre-Tax Hybrid Income is more than $[***]. In no event shall the total number of Performance Shares that vest exceed the number of Performance Shares calculated pursuant to Section 1(a1(a)(ii). (v) Notwithstanding anything to the contrary in Section 2(a), if Grantee is terminated without Cause (as defined in Grantee’s Employment Agreement with the CompanyBAMKO, LLC, effective as of July 1, 2021 (the “Employment Agreement”)) or resigns with Good Reason (as defined in the Employment Agreement) (each, an “Involuntary Termination”) at any time after the third (3rd) anniversary of the Date of Grant but prior to the Vesting Date (“Involuntary Termination Date”), the Company shall grant to Grantee an Award equal to a prorated amount of the Performance Shares (“Stub Period Performance Shares”), with the amount of the Stub Period Performance Shares to be granted determined according to the following process: (1) determine the amount of time Grantee was employed by the Company BAMKO, LLC since the Date of Grant as a fraction of the amount of time from Date of Grant through the Vesting Date (i.e., solve for the number of full months employed from Date of Grant through the date of termination/60) (the “Stub Period”), (2) multiply the Performance Shares by the Stub Period to determine the maximum amount of Stub Period Performance Shares for which Grantee is potentially eligible to receive, (3) multiply each of $[***] and $[***] by the Stub Period to obtain the prorated minimum and maximum Cumulative Pre-Tax Hybrid Income amounts that are relevant to the Stub Period Performance Shares determination (“Stub Period Minimum” and “Stub Period Maximum”, respectively), (4) determine the Cumulative Pre-Tax Hybrid Income for the Stub Period (“Stub Period Income”), (5) determine the amount of Stub Period Performance Shares to be awarded as follows: i. Fifty percent (50%) of the Stub Period Performance Shares shall vest on the Involuntary Termination Date, but if, and only if, (x) an Involuntary Termination occurs, (y) the Grantee remains continuously employed by the Company or one of its subsidiaries from the Date of Grant until the Involuntary Termination Date, and (z) the Stub Period Income equals the Stub Period Minimum; ii. One hundred percent (100%) of the Stub Period Performance Shares shall vest on the Involuntary Termination Date, but if, and only if, (x) an Involuntary Termination occurs, (y) the Grantee remains continuously employed by the Company or one of its subsidiaries from the Date of Grant until the Involuntary Termination Date, and (z) the Stub Period Income equals or exceeds the Stub Period Maximum; iii. A prorated amount of the Stub Period Performance Shares shall vest on the Involuntary Termination Date, but if, and only if, (x) an Involuntary Termination occurs, (y) the Grantee remains continuously employed by the Company or one of its subsidiaries from the Date of Grant until the Involuntary Termination Date, and (z) the Stub Period Income is between the Stub Period Minimum and the Stub Period Maximum; and iv. No Stub Period Performance Shares shall vest if the Stub Period Income is less than the Stub Period Minimum and no additional Stub Period Performance Shares in excess of one hundred percent (100%) of the Stub Period Performance Shares shall vest if the Stub Period Income is more than the Stub Period Maximum. In no event shall the total number of Stub Period Performance Shares that vest exceed the number of Stub Period Performance Shares calculated pursuant to Section 2(a)(v).

Appears in 2 contracts

Samples: Performance Shares Agreement (Superior Group of Companies, Inc.), Performance Shares Agreement (Superior Group of Companies, Inc.)