MKS INSTRUMENTS, INC. Restricted Stock Unit Agreement Granted Under the 2022 Stock Incentive PlanRestricted Stock Unit Agreement • May 11th, 2022 • MKS Instruments Inc • Industrial instruments for measurement, display, and control • Massachusetts
the shareholders of the Company approve the sale or transfer of all or substantially all of the assets of the Company to parties that are not within a “controlled group of corporations” (as defined in Code Section 1563) in which the Company is a member; provided, that, in the event that the RSUs constitute nonqualified deferred compensation subject to Section 409A, such Change in Control is also a “change in control event” within the meaning of Treasury Regulation Section 1.409A-3(i)(5). For purposes of this Agreement, “Cause” shall mean conviction for the commission of a felony, willful failure by the Participant to perform his responsibilities to the Company, or willful misconduct by the Participant. For purposes of this section, “Good Reason” shall mean termination of the Participant’s employment by the Participant within 90 days following (I) a material diminution in the Participant’s positions, duties and responsibilities from those described in the Participant’s employment agreem
MKS INSTRUMENTS, INC. Restricted Stock Unit Agreement Annual Grant to Non- Employee Directors Under the 2022 Stock Incentive PlanRestricted Stock Unit Agreement • May 11th, 2022 • MKS Instruments Inc • Industrial instruments for measurement, display, and control • Massachusetts
AGREEMENT «Grant Date» (the “Grant Date”), between MKS Instruments, Inc., a Massachusetts corporation (the “Company”), and «Participant Name» (the “Participant”).
