Vesting of Stock Awards. If any of the events specified in Sections 3(a)(1) or (2) occur and the Executive is entitled to Severance Compensation hereunder then on the Termination Date, all stock option grants, awards of restricted stock or restricted stock units, and all other forms of stock awards previously granted to the Executive shall vest immediately (as if his employment were not terminated) and be nonforfeitable.
Vesting of Stock Awards. If within six months prior to a Change of Control and in anticipation of a Change of Control, the Executive’s employment is involuntarily terminated by the Company (except for Cause) or if any of the events in Section 3(a)(2)(ii) of this Agreement occur and Executive terminates her employment, all stock option grants, awards of restricted stock or restricted stock units, and all other forms of stock awards previously granted to the Executive shall vest immediately and be nonforfeitable.
Vesting of Stock Awards. Notwithstanding the foregoing provisions of this Section 4, the following provisions of this paragraph (vii) shall apply to awards described in this paragraph (vii) that were granted on or before September 21, 2006:
(a) If the consummation of a Change in Control occurs before your Date of Termination, the restrictions shall lapse (to the extent that they have not previously lapsed) on any stock option award or stock appreciation right award outstanding on such consummation, such stock options and stock appreciation rights shall become fully exercisable upon such consummation, and such exercisability shall continue until it would otherwise terminate in accordance with the terms of the applicable award agreement.
(b) If the consummation of a Change in Control occurs before your Date of Termination, the restricted period (or other vesting or similar period) with respect to any restricted stock, restricted stock units and, except for stock options and stock appreciation rights, all other stock based awards granted to you shall lapse on such consummation, and such shares shall be distributed to you at the same time as the cash payments described in paragraph 4(iv) are paid. However, any change in the time or form of distribution otherwise provided under this paragraph (b) shall be disregarded to the extent that such change would otherwise result in the application of penalties under Code Section 409A.
(c) If your Date of Termination occurs prior to the consummation of a Change in Control, the vesting in the awards described in this paragraph (vii) shall be determined in accordance with paragraphs 4(i), (ii), (iii), and (iv), to the extent applicable, without regard to this paragraph (vii).
Vesting of Stock Awards. In accordance with the intent of Section 5(b) of the Employment Agreement and in consideration for the increase in duration pursuant to Section 4 of this Agreement from two years to four years of the noncompetition, confidentiality and other covenants contained in Section 6 of the Employment Agreement, the balance of any unvested shares relating to the 900,000 restricted shares of common stock of the Company, par value $0.01 per share (“Common Stock”), granted to Executive and currently outstanding, but not yet vested, shall fully vest on the Separation Date and will thereafter be freely transferable (subject to any restrictions under applicable securities law or the Company’s xxxxxxx xxxxxxx policy for senior executives).
Vesting of Stock Awards. Subject to the Executive’s execution of the Release and the effectiveness of the Release within twenty-eight (28) days of the Date of Termination, if a Terminating Event occurs during a Potential Change in Control Period or within eighteen (18) months following a Change in Control and in either case during the Term, anything contained in any applicable option agreement or stock-based award agreement to the contrary notwithstanding, vesting of all stock options and other stock-based awards (other than any award under the Company’s Employee Stock Purchase Program) granted to the Executive by the Company and outstanding immediately prior to such Terminating Event shall immediately accelerate and all such awards shall become fully vested and exercisable effective immediately prior to the Date of Termination.
Vesting of Stock Awards. In the event of a Change of Control of the Company, all restrictions on stock options and restricted shares granted prior to the Extension Date shall automatically lapse and the time periods relating to the exercise or vesting of stock options and restricted shares shall be accelerated so that such awards will be fully vested and exercisable as of the Extension Date. Any stock options that become exercisable pursuant to this Section 4 shall remain exercisable during the remainder of their term (as determined in accordance with the provisions of the applicable option award agreement.)
Vesting of Stock Awards. (a) This Stock Award shall vest:
(b) Notwithstanding the foregoing vesting schedule, in the event that the Grantee’s employment with the Company terminates as a result of his (a) death, (b) disability, (c) retirement after both attaining the age of 65 years and having been employed by the Company for 15 years or more. Further, upon termination of Grantee’s employment with the Company in any other event, without the Company giving notice to the Grantee that the Award and all Shares still subject to the Award and unvested pursuant to the schedule set forth above are vested, the Grantee’s Stock Award with respect to all unvested Shares shall be forfeited and the Grantee shall have no rights with respect to such Award or Shares. For purposes of this Agreement a transfer of employment between the Company and any Subsidiary or among Subsidiaries, shall not be deemed a termination of employment.
(c) Anything to the contrary notwithstanding, the Compensation/Stock Option Committee of the Board of Directors of the Company shall have the right, in its sole discretion, to forfeit the Grantee’s right to all or any portion of the non-vested Shares (as determined pursuant to the schedule set forth in paragraph (a) above) if it determines that the Grantee is not satisfactorily performing the duties which were assigned to the Grantee on the Grant Date or duties of at least equal responsibility. In the event that the Stock Option Committee makes such determination, a written notice of forfeiture, which shall specify the reason for forfeiting the Stock Award granted hereunder to the extent that it is not vested, shall be sent to the Grantee at the Grantee’s most recent place of residence as indicated in the Company’s personnel records.
Vesting of Stock Awards. (i) The Shares shall vest and be non-forfeitable in accordance with the Vesting Schedule.
(ii) Notwithstanding the Vesting Schedule, in the event that the Grantee's employment with the Company terminates as a result of his (a) death, (b) Disability, or (c) retirement at or after age 65, the Stock Award and all Shares still subject to the Stock Award and unvested pursuant to the Vesting Schedule shall immediately vest. Further, upon termination of Grantee's employment with the Company in any other event, without the Company giving notice to the Grantee that the Stock Award and all Shares still subject to the Stock Award and unvested pursuant to the Vesting Schedule are vested, the Grantee's Stock Award with respect to all unvested Shares shall be forfeited and the Grantee shall have no rights with respect to such Stock Award or Shares. For purposes of this Agreement a transfer of employment between the Company and any Affiliate or among Affiliates, shall not be deemed a termination of employment.
Vesting of Stock Awards. Subject to the Executive’s execution of the Release and the effectiveness of the Release within twenty-eight (28) days of the Date of Termination, if a Terminating Event occurs within twenty-four (24) months following a Change in Control and during the Term, anything contained in any applicable option agreement or stock-based award agreement to the contrary notwithstanding, vesting of all stock options and other stock-based awards granted to the Executive by the Company and outstanding immediately prior to such Terminating Event shall immediately accelerate and all such awards shall become exercisable or non-forfeitable as of the effective date of such Terminating Event. For the avoidance of doubt, the Executive shall not be entitled hereunder to the accelerated vesting of any stock options or other stock-based awards upon a Terminating Event during a Potential Change in Control Period.
Vesting of Stock Awards. In accordance with the terms of the applicable grant agreements and related equity plans, the balance of any unvested restricted shares of common stock of the Company, par value $0.01 per share (“Common Stock”), granted to Executive and currently outstanding, but not yet vested, shall fully vest on the Separation Date and will thereafter be freely transferable (subject to any restrictions under applicable securities law or the Company’s xxxxxxx xxxxxxx policy for senior executives).
