SENSATA TECHNOLOGIES HOLDING PLC AMENDMENT TO AWARD AGREEMENTS
Exhibit 10.3
This Amendment to Award Agreements (this “Amendment”) is entered into on February 29, 2020 (the “Effective Date”) by and between Sensata Technologies Holding plc (the “Company”) and Xxxxxx Xxxxxxxx (the “Participant”). Capitalized terms used herein, but not otherwise defined, shall have the meanings given to such terms in the Sensata Technologies Holding plc First Amended and Restated 2010 Equity Incentive Plan (as amended, the “Plan”)
WHEREAS, the Company and the Participant are parties to certain award agreements, as set forth on Schedule A hereto (each an “Option Award Agreement” and, collectively, the “Option Award Agreements”);
WHEREAS, in connection with the Participant’s transition to a Senior Advisor of the Company, the Company and the Participant have agreed that it is in their mutual best interests to amend certain provisions in the Option Award Agreements, in accordance with the terms and conditions set forth in this Amendment; and
WHEREAS, the Committee has approved amendments to certain provisions of the Option Award Agreements.
NOW THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and the Participant agree as follows:
1.Each of the Option Award Agreements is revised to provide that for purposes of Section 4.5 of the Plan and Section 4.a of the Option Award Agreement dated April 1, 2019, as applicable, the term “Termination Date” shall refer to the later of the date the Participant (a) is no longer employed by the Company or any of its Subsidiaries for any reason or (b) ceases serving as a director on the Board.
2. The Option Award Agreements dated April 1, 2012 and April 1, 2011 are further revised to provide that the term “date of termination” shall refer to the later of the date the Participant (a) is no longer employed by the Company or any of its Subsidiaries for any reason or (b) ceases serving as a director on the Board.
3. This Amendment shall become effective on the Effective Date.
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4. Except as expressly modified by or inconsistent with this Amendment, all other provisions of the Option Award Agreements shall remain unchanged and in full force and effect. This Amendment may be executed in two or more counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument.
[Signature Page Follows]
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed as of the date first above written.
By: /s/ Xxxx X. Xxxxxxxxx
Name: Xxxx X. Xxxxxxxxx
Title: EVP, Chief Financial Officer
PARTICIPANT
By: /s/ Xxxxxx Xxxxxxxx
Xxxxxx Xxxxxxxx
[Signature Page to Amendment to Option Award Agreements]
Schedule A
Option Award Agreements
Option Award Agreements
Grant Date | Number of Ordinary Shares Underlying Award | Exercise/Subscription Price |
April 1, 2012 | 107,100 | $33.48 |
April 5, 2013 | 198,000 | $32.03 |
April 1, 2014 | 153,939 | $43.16 |
April 1, 2015 | 71,272 | $56.94 |
April 1, 2016 | 109,022 | $38.96 |
April 1, 2017 | 101,380 | $43.67 |
April 1, 2018 | 78,720 | $51.83 |
April 1, 2019 | 99,210 | $46.93 |
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