THE CHARLES SCHWAB CORPORATION [2004 STOCK INCENTIVE PLAN] CASH LONG-TERM INCENTIVE AWARD AGREEMENT (PERFORMANCE-BASED VESTING)Cash Long-Term Incentive Award Agreement • January 30th, 2013 • Schwab Charles Corp • Security brokers, dealers & flotation companies
This Award will vest only if Schwab’s Compensation Committee certifies that as of the applicable Vesting Date, Schwab has satisfied the Performance Goal for the applicable Performance Period (or in connection with a Change in Control, as explained below) ending prior to such Vesting Date. The Performance Goal shall be established by the Compensation Committee not later than the 90th day of the applicable Performance Period (or, in the event that a Performance Period is expected to be less than 12 months, not later than the date when 25% of the Performance Period has elapsed.
