TD AMERITRADE HOLDING CORPORATION RESTRICTED STOCK UNIT AGREEMENT
Exhibit 10.2
TD AMERITRADE HOLDING CORPORATION
TD AMERITRADE Holding Corporation (the “Company”) hereby grants you, [ ] (the
“Grantee”), the number of Restricted Stock Units indicated below under the Company’s 1996 Long-Term
Incentive Plan (the “Plan”). The date of this Agreement is , 20 ___ (the “Grant Date”).
Subject to the provisions of Appendix A (attached) and of the Plan, the principal features of this
grant are as follows:
Grant Date:
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[Date] | |
Total Number of Restricted Stock Units:
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[Number] This reflects the total number of units granted to you on the Grant Date. * |
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The Restricted Stock Units will vest in accordance with the schedule set forth in Appendix B (attached), subject to your continuing to be an Employee through the applicable vesting date. | ||
One Share of Company Stock will be issued for each Restricted Stock Unit that has vested on the date specified in Appendix B (or on a date as soon as practicable thereafter). | ||
You must accept this grant of Restricted Stock Units prior to the Acceptance Deadline, which is sixty (60) days from the Grant Date. |
*Except as otherwise provided in this Agreement, or by the terms of the Plan, you will not
vest in the Restricted Stock Units unless you remain employed by the Company or one of its Related
Entities through the applicable vesting date.
Your signature below indicates your agreement and understanding that this grant is subject to
all of the terms and conditions contained in the Plan and this Agreement, including Appendix A and
Appendix B. Important additional information on vesting, forfeiture and the actual issuance of the
Shares of Company Stock in settlement of the Restricted Stock Units covered by this grant are
contained in paragraphs 4 through 14 of Appendix A. PLEASE BE SURE TO READ ALL OF APPENDIX A AND
APPENDIX B, WHICH CONTAIN THE SPECIFIC TERMS AND CONDITIONS OF THIS AGREEMENT.
THIS AGREEMENT MUST BE ACCEPTABLE BY YOU BY THE ACCEPTANCE DEADLINE, OR THIS GRANT OF
RESTRICTED STOCK UNITS WILL AUTOMATICALLY BE CANCELED.
TD AMERITRADE HOLDING CORPORATION
By: |
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Title: |
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ACCEPTED BY THE GRANTEE |
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Print Name |
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Signature |
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Acceptance Date (must be within sixty (60) days of the Grant Date) |
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APPENDIX A
Grantee’s death, to his or her estate) in accordance with the provision of such paragraph,
subject to paragraph 14.
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(d) any violation of paragraph 13 of this Agreement; or (e) any other action which might be
considered “gross misconduct” under the Company’s applicable associate handbook.
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Restricted Stock Units nor Restricted Stock Units that are vested but unpaid. After such
issuance, recordation and delivery, the Grantee will have all the rights of a stockholder of the
Company with respect to voting such Shares and receipt of dividends and distributions on such
Shares.
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necessary or advisable; and (d) the lapse of such reasonable period of time following the date
of vesting of the Restricted Stock Units as the Committee may establish from time to time for
reasons of administrative convenience.
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this Agreement. The Grantee understands that the Plan is discretionary in nature and may be
modified, suspended or terminated by the Company at any time.
29. Notice of Governing Law. This grant of Restricted Stock Units shall be governed
by, and construed in accordance with, the laws of the State of Nebraska without regard to
principles of conflict of laws.
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VESTING SCHEDULE AND SETTLEMENT DATE
OF RESTRICTED STOCK UNITS
OF RESTRICTED STOCK UNITS
The vesting of the Restricted Stock Units subject to this award shall be determined based on
the following schedule:
[insert applicable vesting schedule].
The Settlement Date, when the vested Restricted Stock Units, if any, will be settled by
issuing Shares of Company Stock to the Grantee shall be [insert applicable date].
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