RESTRICTED STOCK UNIT DEFERRAL ELECTION AGREEMENT
Exhibit
99.5
BOARD
OF DIRECTORS
RESTRICTED
STOCK UNIT
DEFERRAL
ELECTION AGREEMENT
Please
complete this Agreement and return a signed copy to Xxxxx Xxxx, SVP, Secretary
and General Counsel, no
later
than
December 21, 2007.
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Name:
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SS
#:
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ÿ
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I
hereby irrevocably elect to defer receipt of the Shares related to
my
restricted stock units that are scheduled to vest on December 31,
2008. This deferral shall be in accordance with the terms and
provisions outlined in this Agreement in the manner and amount set
forth
below. (If you check this box, please complete all sections of
this Agreement, sign, date, and return the Agreement as indicated
above).
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Amount
of the Voluntary Deferral
I
hereby elect to defer settlement of 100% of my restricted stock units
that
are scheduled to vest on December 31,
2008.
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Settlement
Date
In
making this election, the following rules apply:
· You
must select a Settlement Date as of which you will receive the Shares
associated with the restricted stock units that you elected to defer
above.
· You
may elect up to three Settlement Dates as you wish related to the
restricted stock units that are scheduled to vest on December 31,
2008.
I
hereby irrevocably elect to defer receipt of the Shares associated
with
the above-referenced restricted stock units until the following date(s)
and in the following increment(s).
A. - __________ __________________________________________________
% Month Day Year
B. - __________ __________________________________________________
% Month Day Year
C. - __________
__________________________________________________
% Month Day Year
If
no Settlement Date is specified, then the transfer will occur upon
your
retirement from the Board.
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All
deferrals to a particular Settlement Date will be paid out in
Shares. All of the Shares you are
entitled to receive on the Settlement Date specified in this Deferral
Election Agreement will be transferred to you on such Settlement
Date.
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By
executing this Deferral Election Agreement, I hereby acknowledge my
understanding of and agreement with all the terms and provisions set forth
in
this Xxxxxx Micro Inc. Restricted Stock Units Deferral Election
Agreement.
| Director
________________________________
Date: 12/21/2007
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Xxxxxx
Micro Inc.
By:
_________________________________
Date: _______________________________
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