ARCHROCK, INC. LONG-TERM INCENTIVE AWARD NOTICE AND AGREEMENT Restricted Stock Schedule
Exhibit 10.100
LONG-TERM INCENTIVE AWARD NOTICE AND AGREEMENT
Restricted Stock Schedule
Archrock, Inc. (the “Company”) has granted to you (the “Participant”) an equity award (the “Award”) under the Archrock, Inc. 2020 Stock Incentive Plan (as may be amended from time to time, the “Plan”). All capitalized terms not explicitly defined in the Terms and Conditions and in this Schedule (together constituting the Long-Term Incentive Award Notice and Agreement (the “Award Notice”)) shall have the respective meanings ascribed to them in the Plan.
Grant Date | March 5, 2021 |
Award Type | Restricted Stock |
Important Documents | Archrock, Inc. 2020 Stock Incentive Plan 2020 Stock Incentive Plan Prospectus |
Vesting Schedule | One-third of the Award will vest on each of the following dates: March 5, 2022, March 5, 2023 and March 5, 2024 (each such date a “Vest Date”). Except as set forth below, you must remain in continuous service as an Employee of the Company or one of its Affiliates at all times from the Grant Date up to and including the applicable Vest Date for the applicable portion of the Award to vest. |
Stockholder Rights | The Company will register the shares of Restricted Stock in your name. You will have the right to vote your shares of Restricted Stock; however, the Company will withhold delivery of your shares until they are vested. |
Termination of Service – Voluntary or Involuntary | If you terminate employment for any reason (other than death or Disability), the unvested portion of your Award (after taking into account any accelerated vesting that occurs in connection with such termination, if any) will be automatically forfeited on the date of such termination unless the Committee directs otherwise. |
Termination of Service – Death or Disability | If you terminate employment due to death or Disability, the unvested portion of your Award will immediately vest in full and all restrictions applicable to your Award will cease as of that date. |
Termination of Service Following a Change of Control | Notwithstanding anything to the contrary in this Award Notice, if your status as an Employee of the Company or an Affiliate is terminated on or within 18 months following the date a Corporate Change is consummated (i) by the Company or an Affiliate without Cause or (ii) by you for Good Reason (as defined below) then the unvested portion of your Award as of the date of your Termination of Service as an Employee will immediately vest in full and all restrictions applicable to your Award will cease as of the date of your Termination of Service as an Employee. If your status as an Employee is terminated by the Company or an Affiliate with Cause or by you without Good Reason on or after the date a Corporate Change is consummated, then the unvested portion of your Award will be automatically forfeited on the date of your Termination of Service as an Employee. Unless otherwise provided in a written agreement between the Company or an Affiliate and you, “Good Reason” means the occurrence of any of the following without your express written consent: (i) A reduction of 10% or more of your base salary; (ii) Your being required to be based at any other office or location of |
employment more than 50 miles from your primary office or location of employment immediately prior to the Corporate Change; or (iii) The willful failure by the Company or an Affiliate to pay you your compensation when due; provided, however, unless otherwise provided in a written agreement between the Company or an Affiliate and you, that Good Reason does not exist with respect to a matter unless you give the Company or an Affiliate, as applicable, a notice of termination due to such matter within 20 days of the date such matter first exists. If you fail to give a notice of termination timely, you shall be deemed to have waived all rights you may have under this Award Notice with respect to such matter. The Company or an Affiliate will have 30 days from the date of your notice of termination to cure the matter. If the Company or an Affiliate cures the matter, your notice of termination shall be deemed rescinded. If the Company or an Affiliate, as applicable, fails to cure the matter timely, your status as an Employee shall be deemed to have been terminated by the Company or its Affiliate, as applicable, for Good Reason at the end of the 30-day cure period. | |
Dividends / Dividend Equivalent Rights | You will have the right to receive dividends, if any, with respect to your Restricted Stock, regardless of vesting. Dividends will cease to be paid upon the forfeiture or sale of shares. |
Payment | Upon each Vest Date, the shares of Restricted Stock that become vested will be released to you without restriction and recorded as income to you (valued at the Fair Market Value on the Vest Date). |
83(b) Election | In lieu of recording income on each Vest Date, you may make a Section 83(b) election, in which case, the grant date Fair Market Value of the Award will be recorded as income and will be taxable to you as of the grant date. You must provide a copy of such election to the Company promptly after filing such election with the IRS. You are encouraged to seek the advice of a tax planning professional prior to making a Section 83(b) election. |
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LONG-TERM INCENTIVE AWARD NOTICE AND AGREEMENT
Terms and Conditions
Archrock, Inc. (the “Company”) has granted to you (the “Participant”) an equity award (the “Award”) under the Archrock, Inc. 2020 Stock Incentive Plan (as may be amended from time to time, the “Plan”). All capitalized terms not explicitly defined in these Term and Conditions and the Schedule (together constituting the Long-Term Incentive Award Notice and Agreement (the “Award Notice”) but defined in the Plan shall have the respective meanings ascribed to them in the Plan.
The material terms of your Award are provided below and in the Schedule.
To satisfy the Required Withholding for Employees, the Company and its Affiliates shall withhold
a.a sufficient amount of cash payable to you in connection with the payment of Dividend Equivalents, and
b,prior to the delivery of shares of Common Stock, a sufficient number of shares otherwise issuable to you (which shall be determined in a manner consistent with the Plan and, as determined by the Committee in its discretion, in an amount no less than the minimum and no greater than the maximum Required Withholding) with all such shares valued at their Fair Market Value on the date of vesting.
If you are a Director or non-employee Contractor, the Company and its Affiliates shall not withhold cash or shares of Common Stock pursuant to this Award and any associated Dividend Equivalents; the payment of the Required Withholding shall be the responsibility of such individual.
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