ULTA BEAUTY, INC. AMENDED AND RESTATED 2011 INCENTIVE AWARD PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT – Performance Shares
Exhibit 10.1
AMENDED AND RESTATED 2011 INCENTIVE AWARD PLAN
RESTRICTED STOCK UNIT AWARD AGREEMENT – Performance Shares
Ulta Beauty, Inc. (the “Company”) pursuant to the Ulta Beauty, Inc. Amended and Restated 2011 Incentive Award Plan (the “Plan”) hereby grants the following individual the right to earn Restricted Stock Units (each, an “RSU”), subject to the requirements set forth herein and in the Plan. Each RSU earned entitles the Holder to receive an equal number of shares of common stock, par value $0.01 per share (“Shares”) at settlement, as described herein.
Grant:
Holder | Name: Address: Location: |
Grant Date | |
Exercise Price per Share | |
Target Number of RSUs Granted (“Target Award”) | |
Performance Conditions:
Performance Period | [ADD PERFORMANCE PERIOD] |
Earning of RSUs and Vesting Date | The RSUs are earned (or not) and become “Vesting Eligible RSUs”) based on achievement relative to the performance goals and the formulas set forth on Exhibit A to this Award Agreement. To the extent that the performance goals are met, then any Vesting Eligible RSUs (and any earned Dividend Equivalents thereon) shall be paid to the Holder on [ADD VESTING DATE] (the “Vesting Date”), provided the Holder has not incurred a Termination of Service prior to the Vesting Date (except as otherwise provided in Exhibit A). |
Unless otherwise defined herein, capitalized terms shall have the same meanings set forth in the Plan.
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COMPANY:
ULTA BEAUTY, INC., a Delaware corporation
By:
Name: Xxxxxxx Childs
Title: Chief Human Resources Officer
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EXHIBIT A
PERFORMANCE VESTING
Defined terms used in this Exhibit A that are not otherwise defined in the Award Agreement or the Plan have the meanings given to such terms in this Exhibit A, including Section 5 below.
The Committee shall have the sole authority and discretion to determine the Vesting Eligible RSUs at the end of the Performance Period based on the Company’s achievement of EBT, Revenue and TSR goals, and to adjust the performance goals or actual achievement against the goals as provided in the Plan. No RSUs will become Vesting Eligible RSUs until the date the Committee determines and certifies the level of achievement. All RSUs that do not become Vesting Eligible RSUs will be forfeited.
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| Below Threshold | Threshold | Target | Maximum |
EBT Achievement | Less than 89% Budget | 89% of Budget | Budget | 110% of Budget |
| 0% | 50% | 100% | 200% |
Revenue Achievement | Less than 89% Budget | 89% of Budget | Budget | 107% of Budget |
Payout Percentage | 0% | 50% | 100% | 170% |
| | | | |
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