Exhibit 10.13(vi)
FORT XXXXX CORPORATION
RESTRICTED STOCK UNIT
AWARD AGREEMENT
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AWARDED TO AWARD DATE NUMBER OF
UNITS AWARDED
/00
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SOCIAL SECURITY NUMBER VESTING SCHEDULE
VESTING NUMBER
DATE OF UNITS
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/ /01 33-1/3%
/ /02 33-1/3%
/ /03 33-1/3%
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FORT XXXXX CORPORATION (the "Company") grants you (the "Participant") the
above stated number of restricted stock units ("Units"). Until the Vesting Date,
the Units are forfeitable and nontransferable. The Compensation Committee of the
Company's Board of Directors (the "Committee") shall administer this Agreement
and any decision of the Committee shall be final and conclusive.
The terms of the award are:
1. Vesting and Payment For Units. One-third (33-1/3%) of the Units shall
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become vested and nonforfeitable on each Vesting Date, provided the
Participant is employed on that date or previously had an approved
termination of employment as provided in Section 2. As soon as
practicable after the Units become vested, the Company shall pay the
Participant in cash for each vested Unit an amount equal to the fair
market value of a share of common stock of the Company on the Vesting
Date. The fair market value shall be the mean of the highest and
lowest registered sales prices of the Company's common stock on the
New York Stock Exchange on the Vesting Date.
2. Dividends. As a Unit becomes vested and nonforfeitable, the
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Participant shall be entitled to receive with respect to each vested
Unit a cash amount equal to the sum of all cash dividends paid on a
share of the Company's common stock from the Award Date until the
Vesting Date. The value of any dividend payable in Company Stock or
other property shall be added to the number of Units awarded to the
Participant and shall be subject to the vesting and payment provisions
of Section 1.
3. Change of Control. Upon a Change of Control, as that term is defined
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in the Fort Xxxxx Corporation 1996 Stock Incentive Plan, any unvested
Units shall become fully vested and nonforfeitable and will be paid to
the Participant within 30 days after the Change of Control.
4. Forfeiture of Units. If the Participant ceases to be an employee for
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any reason before any Vesting Date, any unvested Units shall be
forfeited unless the Chief Executive Officer determines that
forfeiture should not occur because the Participant had an approved
termination of employment. The Chief Executive Officer shall make this
determination in his complete discretion.
4. Transfer Restrictions. The Participant's rights to the Units are not
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subject to sale, assignment, transfer, pledge, hypothecation or
encumbrance.
5. Tax Withholding. The Company shall withhold from the payment for the
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vested Units any required federal, state, or local income, employment
or other taxes imposed on the payment.
6. Binding Effect. Subject to the limitations stated above, this
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Agreement shall be binding upon and inure to the benefit of the
Participant's legatees, distributee, and personal representatives and
the successors of the Company.
7. Change in Capital Structure. The Units shall be adjusted as the
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Committee determines is equitably required in the event of a dividend
in the form of stock, spin-off, stock split-up, subdivision or
consolidation of shares of Company Stock or other similar changes in
capitalization.
8. Interpretation. This Agreement shall be construed under and be
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governed by the laws of the Commonwealth of Virginia.
IN WITNESS WHEREOF, the Company has caused this Agreement to be signed, as of
the award date shown above.
FORT XXXXX CORPORATION
By:
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Chairman of the Board, and CEO
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