Performance-Based Restricted Stock Units Award Agreement Sample Contracts

EX-10.7 4 d63451dex107.htm EX-10.7 [2015 Form of Performance-Based Award for Senior Vice Presidents and Above and Certain others (With Performance Multiplier)] ON SEMICONDUCTOR CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN PERFORMANCE-BASED...
Performance-Based Restricted Stock Units Award Agreement • May 5th, 2020 • Delaware

ON Semiconductor Corporation, a Delaware Corporation (“Company”), hereby grants to ______________ (“Grantee”), a Participant in the ON Semiconductor Corporation Amended and Restated Stock Incentive Plan, as amended from time-to-time (“Plan”), a Performance-Based Restricted Stock Units Award (“Award”) for Units (“Units”) representing shares of the common stock of the Company (“Stock”). This agreement to grant Stock Units (“Award Agreement” or “Grant Agreement”) is made effective as of the 2nd day of March, 2015 (“Grant Date”). If Grantee is a Covered Employee, this Award is designated as a “Performance Compensation Award” and as such is granted pursuant to Article 11 of the Plan.

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PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT
Performance-Based Restricted Stock Units Award Agreement • June 15th, 2011 • Electro Scientific Industries Inc • Miscellaneous electrical machinery, equipment & supplies • Oregon

This Award Agreement (the “Agreement”) is entered into as of May 13, 2010 by and between Electro Scientific Industries, Inc., an Oregon corporation (the “Company”), and Nicholas Konidaris (“Recipient”), for the grant of restricted stock units with respect to the Company’s Common Stock (“Common Stock”).

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AMERICAN VANGUARD CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT March 9, 2018
Performance-Based Restricted Stock Units Award Agreement • March 26th, 2018 • American Vanguard Corp • Agricultural chemicals • Delaware

American Vanguard Corporation, a Delaware Corporation, (“Company”) hereby grants to [__________] (“Grantee”), a Participant in the American Vanguard Corporation Amended and Restated Stock Incentive Plan, as amended from time-to-time (“Plan”), a Performance-Based Restricted Stock Units Award (“Award”) for Units (“Units”) representing shares of the common stock of the Company (“Stock”). This agreement to grant Stock Units (“Award Agreement” or “Grant Agreement”) is made effective as of the 9th day of March, 2018 (“Grant Date”). If Grantee is a Covered Employee, this Award is designated as a “Performance Compensation Award” and as such is granted pursuant to Article 11 of the Plan.

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Contract
Performance-Based Restricted Stock Units Award Agreement • May 5th, 2020 • Delaware

EX-10.2 3 ex102q12015.htm EX-10.2 Exhibit 10.2 Form of ASCENT CAPITAL GROUP, INC. 2015 OMNIBUS INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT THIS PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT (this “Agreement”) is made as of [____] (the “Grant Date”), by and between ASCENT CAPITAL GROUP, INC., a Delaware corporation (the “Company”), and the person signing as “Grantee” on the signature page hereof (the “Grantee”). The Company has adopted the Ascent Capital Group, Inc. 2015 Omnibus Incentive Plan (as has been or may hereafter be amended, the “Plan”), a copy of which is attached hereto as Exhibit A and by this reference made a part hereof, for the benefit of eligible employees of the Company and its Subsidiaries. Capitalized terms used and not otherwise defined in this Agreement will have the meanings ascribed to them in the Plan. The Compensation Committee appointed by the Board of Directors of the Company (the “Committee”), which is appointed by the

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EX-10.1 2 dex101.htm PERFORMANCE BASED RESTRICTED STOCK UNITS AWARD AGREEMENT [NOTE: FORM FOR SR. VP AND ABOVE OFFICERS; FIRST USED IN FEB. 2010] PERFORMANCE BASED RESTRICTED STOCK UNITS AWARD AGREEMENT ON SEMICONDUCTOR
Performance Based Restricted Stock Units Award Agreement • May 5th, 2020 • Delaware

ON Semiconductor Corporation, a Delaware Corporation (“Company”), hereby grants to (“Grantee”), a Participant in the ON Semiconductor Corporation (formerly known as SCG Holding Corporation) 2000 Stock Incentive Plan (“Plan”), as amended, a Performance Based Restricted Stock Units Award (“Award”) for Units (“Units”) representing shares of the Company’s Common Stock (“Stock”). The grant is made effective as of , (“Grant Date”). This Award is designated as a “Performance Based Restricted Stock Unit Award,” and as such is granted under the Performance Share Award portion of the Plan.

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PERFORMANCE BASED RESTRICTED STOCK UNITS AWARD AGREEMENT ON SEMICONDUCTOR
Performance Based Restricted Stock Units Award Agreement • May 6th, 2011 • On Semiconductor Corp • Semiconductors & related devices • Delaware

ON Semiconductor Corporation, a Delaware Corporation (“Company”), hereby grants to William Schromm (“Grantee”), a Participant in the ON Semiconductor Corporation (formerly known as SCG Holding Corporation) 2000 Stock Incentive Plan (“Plan”), as amended, a Performance Based Restricted Stock Units Award (“Award”) for Units (“Units”) representing shares of the Company’s Common Stock (“Stock”). The grant is made effective as of the March 3, 2008 (“Grant Date”). This Award is designated as a “Performance Based Restricted Stock Unit Award,” and as such is granted under the Performance Share Award portion of the Plan.

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ON SEMICONDUCTOR CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT
Performance-Based Restricted Stock Units Award Agreement • May 3rd, 2021 • On Semiconductor Corp • Semiconductors & related devices • Delaware

ON Semiconductor Corporation, a Delaware Corporation (the “Company”), hereby grants to Thad Trent (the “Grantee”), a Participant in the ON Semiconductor Corporation Amended and Restated Stock Incentive Plan, as amended from time-to-time (the “Plan”), a Performance-Based Restricted Stock Units Award (the “Award”) for units (“Units”) representing shares of the common stock of the Company (“Stock”). This agreement to grant Stock Units (this “Grant Agreement”) is made effective as of February 16, 2021 (the “Grant Date”).

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ASCENT CAPITAL GROUP, INC.
Performance-Based Restricted Stock Units Award Agreement • November 9th, 2015 • Ascent Capital Group, Inc. • Services-miscellaneous business services • Delaware

THIS PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT (this “Agreement”) is made as of March 24, 2015 (the “Grant Date”), by and between ASCENT CAPITAL GROUP, INC., a Delaware corporation (the “Company”), and the person signing as “Grantee” on the signature page hereof (the “Grantee”).

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Form of Performance-Based Restricted Stock Units Award Agreement
Performance-Based Restricted Stock Units Award Agreement • April 30th, 2024 • Bank of America Corp /De/ • National commercial banks

This Performance Restricted Stock Units Award Agreement and all Exhibits hereto (the “Agreement”) is made between Bank of America Corporation, a Delaware corporation (“Bank of America”), and you, an employee of Bank of America or one of its Subsidiaries.

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PERFORMANCE BASED RESTRICTED STOCK UNITS AWARD AGREEMENT ON SEMICONDUCTOR (form of performance based award for certain officers (for Robert Mahoney and John Nelson))
Performance Based Restricted Stock Units Award Agreement • May 19th, 2008 • On Semiconductor Corp • Semiconductors & related devices • Delaware

ON Semiconductor Corporation, a Delaware Corporation (“Company”), hereby grants to (“Grantee”), a Participant in the ON Semiconductor Corporation (formerly known as SCG Holding Corporation) 2000 Stock Incentive Plan (“Plan”), as amended, a Performance Based Restricted Stock Units Award (“Award”) for Units (“Units”) representing shares of the Company’s Common Stock (“Stock”). The grant is made effective as of the (“Grant Date”). This Award is designated as a “Performance Based Restricted Stock Unit Award,” and as such is granted under the Performance Share Award portion of the Plan.

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REPAY HOLDINGS CORPORATION PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT
Performance-Based Restricted Stock Units Award Agreement • March 23rd, 2023 • Repay Holdings Corp • Services-business services, nec

THIS PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT (the “Award Document”) is hereby granted as of the “Grant Date” set forth below by Repay Holdings Corporation, a Delaware corporation (“Repay”), to the “Grantee” identified below pursuant to the Repay Holdings Corporation Omnibus Incentive Plan (as amended, the “Plan”) and subject to the terms and conditions set forth therein and as set out in this Award Document. Capitalized terms used herein shall, unless otherwise required by the context, have the meaning ascribed to such terms in the Plan.

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for Senior Vice Presidents and Above (Upside) ON SEMICONDUCTOR CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT
Performance-Based Restricted Stock Units Award Agreement • February 19th, 2019 • On Semiconductor Corp • Semiconductors & related devices • Delaware

ON Semiconductor Corporation, a Delaware Corporation (the “Company”), hereby grants to ______________ (the “Grantee”), a Participant in the ON Semiconductor Corporation Amended and Restated Stock Incentive Plan, as amended from time-to-time (the “Plan”), a Performance-Based Restricted Stock Units Award (the “Award”) for units (“Units”) representing shares of the common stock of the Company (“Stock”). This agreement to grant Stock Units (this “Grant Agreement”) is made effective as of March 4, 2019 (the “Grant Date”).

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EX-10.1 2 d528322dex101.htm EX-10.1 [2013 FORM OF PERFORMANCE BASED AWARD FOR SENIOR VICE PRESIDENTS AND ABOVE] ON SEMICONDUCTOR CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT
Performance-Based Restricted Stock Units Award Agreement • May 5th, 2020 • Delaware

ON Semiconductor Corporation, a Delaware Corporation, (“Company”) hereby grants to (“Grantee”), a Participant in the ON Semiconductor Corporation Amended and Restated Stock Incentive Plan, as amended from time-to-time (“Plan”), a Performance-Based Restricted Stock Units Award (“Award”) for Units (“Units”) representing shares of the common stock of the Company (“Stock”). This agreement to grant Stock Units (“Award Agreement” or “Grant Agreement”) is made effective as of the day of , 2013 (“Grant Date”). If Grantee is a Covered Employee, this Award is designated as a “Performance Compensation Award” and as such is granted pursuant to Article 11 of the Plan.

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EX-10.2 3 dex102.htm PERFORMANCE BASED RESTRICTED STOCK UNITS AWARD AGREEMENT [FORM OF FOR SVP AND ABOVE] ON SEMICONDUCTOR CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN PERFORMANCE BASED RESTRICTED STOCK UNITS AWARD AGREEMENT
Performance Based Restricted Stock Units Award Agreement • May 5th, 2020 • Delaware

ON Semiconductor Corporation, a Delaware Corporation, (“Company”) hereby grants to [NAME] (“Grantee”), a Participant in the ON Semiconductor Corporation Amended and Restated Stock Incentive Plan, as amended from time-to-time (“Plan”), a Restricted Stock Units Award (“Award”) for Units (“Units”) representing shares of the common stock of the Company (“Stock”). This agreement to grant Stock Units (“Grant Agreement”) is made effective as of the day of , (“Grant Date”). If Grantee is a Covered Employee, this Award is designated as a “Performance Compensation Award” and as such is granted pursuant to Article 11 of the Plan.

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AWARD AGREEMENT FOR PERFORMANCE-BASED RESTRICTED STOCK UNITS UNDER THE
Performance-Based Restricted Stock Units Award Agreement • February 28th, 2023 • OneSpan Inc. • Services-computer integrated systems design

WHEREAS, the Company maintains the OneSpan Inc. 2019 Omnibus Incentive Plan (as amended, the “Plan”) for the benefit of its employees, directors, consultants, and other individuals who provide services to the Company; and

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NOTE: FORM FOR SR VP AND ABOVE OFFICERS FIRST USED IN MARCH 2009] PERFORMANCE BASED RESTRICTED STOCK UNITS AWARD AGREEMENT ON SEMICONDUCTOR
Performance Based Restricted Stock Units Award Agreement • May 7th, 2009 • On Semiconductor Corp • Semiconductors & related devices • Delaware

ON Semiconductor Corporation, a Delaware Corporation (“Company”), hereby grants to ________________ (“Grantee”), a Participant in the ON Semiconductor Corporation (formerly known as SCG Holding Corporation) 2000 Stock Incentive Plan (“Plan”), as amended, a Performance Based Restricted Stock Units Award (“Award”) for Units (“Units”) representing shares of the Company’s Common Stock (“Stock”). The grant is made effective as of the __________ __, ____(“Grant Date”). This Award is designated as a “Performance Based Restricted Stock Unit Award,” and as such is granted under the Performance Share Award portion of the Plan.

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ESSENDANT INC. Performance Based Restricted Stock Units Award Agreement for Section 16 Officers
Performance Based Restricted Stock Units Award Agreement • April 25th, 2018 • Essendant Inc • Wholesale-paper & paper products • Delaware

This Performance Based Restricted Stock Units Award Agreement for Section 16 Officers (this “Agreement”), dated March 15, 2018 (the “Award Date”), is by and between [[FIRSTNAME]] [[LASTNAME]] (the “Participant”), and Essendant Inc., a Delaware corporation (the “Company”). Any term capitalized but not defined in this Agreement will have the meaning set forth in the Company’s 2015 Long-Term Incentive Plan (the “Plan”).

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REPAY HOLDINGS CORPORATION PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT (Adjusted EBITDA)
Performance-Based Restricted Stock Units Award Agreement • February 29th, 2024 • Repay Holdings Corp • Services-business services, nec

THIS PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT (the “Award Document”) is hereby granted as of the “Grant Date” set forth below by Repay Holdings Corporation, a Delaware corporation (“Repay”), to the “Grantee” identified below pursuant to the Repay Holdings Corporation Omnibus Incentive Plan (as amended, the “Plan”) and subject to the terms and conditions set forth therein and as set out in this Award Document. Capitalized terms used herein shall, unless otherwise required by the context, have the meaning ascribed to such terms in the Plan.

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BUNGE LIMITED EQUITY INCENTIVE PLAN AWARD AGREEMENT – Notice of Performance- Based Restricted Stock Units Grant – Performance Period – Years 2005, 2006 and 2007 Target Operating Profit U.S. $[ ] – [NAME OF BUNGE BUSINESS UNIT]
Performance-Based Restricted Stock Units Award Agreement • March 15th, 2006 • Bunge LTD • Fats & oils • New York

Effective as of the Date of Grant set forth below, the Participant named below is hereby awarded an Award of Performance-Based Restricted Stock Units (the “Award” or “Performance-Based Restricted Stock Units”) under the Bunge Limited Equity Incentive Plan (the “Plan”) covering the Target Number of Performance-Based Restricted Stock Units set forth below, subject to the terms and conditions of the Plan and this Award Agreement (this “Award Agreement”). This Award Agreement consists of this Notice of Performance-Based Restricted Stock Units Grant (the “Grant Notice”) and the attached Terms and Conditions Applicable to Performance-Based Restricted Stock Units. Defined terms not explicitly defined in this Award Agreement but defined in the Plan shall have the same definitions as in the Plan.

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PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT
Performance-Based Restricted Stock Units Award Agreement • January 31st, 2005 • Electro Scientific Industries Inc • Miscellaneous electrical machinery, equipment & supplies • Oregon

This Award Agreement (the “Agreement”) is entered into as of July 13, 2004 by and between Electro Scientific Industries, Inc., an Oregon corporation (the “Company”), and (the “Recipient”), for the grant of restricted stock units with respect to the Company’s Common Stock (“Common Stock”).

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AMERICAN VANGUARD CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT
Performance-Based Restricted Stock Units Award Agreement • February 28th, 2014 • American Vanguard Corp • Agricultural chemicals • Delaware

Any Units that are unearned as of the end of the Performance Measurement Period will be forfeited. The number of earned Units that will become vested shall be determined pursuant to paragraph 3 below. Whether the Performance Goals for the Performance Measurement Period have been achieved shall be determined by the Company or Committee, as applicable, pursuant to paragraph 2.6 below.

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INTERNATIONAL FLAVORS & FRAGRANCES INC. PERFORMANCE-BASED RESTRICTED STOCK UNITS (“PSU”) AWARD AGREEMENT (the “PSU AWARD AGREEMENT”)
Performance-Based Restricted Stock Units Award Agreement • February 28th, 2022 • International Flavors & Fragrances Inc • Industrial organic chemicals • New York

This PSU Award Agreement, dated as of [X, 20XX] (the “Grant Date”), is made by and between International Flavors & Fragrances Inc., a New York Corporation, including its affiliates (the “Company”) and [NAME OF PARTICIPANT] (the “Participant”) under the International Flavors & Fragrances Inc. 2021 Stock Award and Incentive Plan, as it may be amended from time to time (the “Plan”). Pursuant to Section 9 of the Plan, Participant has been granted a PSU Award, as described below (the “PSU Award”) subject to the Participant’s acceptance of the attached PSU Terms and Conditions and the Plan, both of which are made a part hereof and are incorporated herein by reference.

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COLUMBIA SPORTSWEAR COMPANY
Performance-Based Restricted Stock Units Award Agreement • June 4th, 2020 • Columbia Sportswear Co • Apparel & other finishd prods of fabrics & similar matl • Oregon

This Award Agreement (the “Agreement”) is entered into as of _____ (the “Award Date”) by and between Columbia Sportswear Company, an Oregon corporation (the “Company”), and _____ (the “Recipient”), for the award of restricted stock units with respect to the Company’s Common Stock (“Common Stock”).

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ON SEMICONDUCTOR CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT
Performance-Based Restricted Stock Units Award Agreement • May 3rd, 2021 • On Semiconductor Corp • Semiconductors & related devices • Delaware

ON Semiconductor Corporation, a Delaware Corporation (the “Company”), hereby grants to ____________ (the “Grantee”), a Participant in the ON Semiconductor Corporation Amended and Restated Stock Incentive Plan, as amended from time-to-time (the “Plan”), a Performance-Based Restricted Stock Units Award (the “Award”) for units (including the Base Award Units, the Upside Units and the TSR Multiplier Units (each as defined below and collectively, the “Units”)) representing shares of the common stock of the Company (“Stock”). This agreement to grant Units (this “Grant Agreement”) is made effective as of February 12, 2021 (the “Grant Date”).

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Contract
Performance-Based Restricted Stock Units Award Agreement • May 5th, 2020 • Oregon

EX-10 2 ex-10executive2014prsuagre.htm EXECUTIVE PRSU AGREEMENT PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT This Award Agreement (the “Agreement”) is entered into as of May 15, 2014 by and between Electro Scientific Industries, Inc., an Oregon corporation (the “Company”), and __________________________ (“Recipient”), for the grant of restricted stock units with respect to the Company’s Common Stock (“Common Stock”). By accepting this award Recipient agrees to be bound by the terms and conditions of this Agreement. On May 15, 2014, the Compensation Committee of the Company’s Board of Directors made a restricted stock units award to Recipient pursuant to the Company’s 2004 Stock Incentive Plan (the “Plan”). The award is intended to qualify as performance-based compensation under Section 162(m) of the Internal Revenue Code of 1986. Recipient desires to accept the award subject to the terms and conditions of this Agreement. IN CONSIDERATION of the mutual covenants and agreemen

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PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT
Performance-Based Restricted Stock Units Award Agreement • December 15th, 2010 • Autozone Inc • Retail-auto & home supply stores • Nevada

THIS PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT (this “Agreement”) is entered into on December 15, 2010, between AutoZone, Inc., a Nevada corporation (the “Company”) and William C. Rhodes, III (the “Executive”). This Agreement shall be effective as of the date on which the Company’s stockholders approve the 2011 Equity Incentive Award Plan (the “Grant Date”), provided the Executive is employed by the Company on such date.

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2014 Form of Performance-Based Award for Senior Vice Presidents and Above and Certain others (With Performance Multiplier)] ON SEMICONDUCTOR CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT
Performance-Based Restricted Stock Units Award Agreement • May 2nd, 2014 • On Semiconductor Corp • Semiconductors & related devices • Delaware

ON Semiconductor Corporation, a Delaware Corporation, (“Company”) hereby grants to (“Grantee”), a Participant in the ON Semiconductor Corporation Amended and Restated Stock Incentive Plan, as amended from time-to-time (“Plan”), a Performance-Based Restricted Stock Units Award (“Award”) for Units (“Units”) representing shares of the common stock of the Company (“Stock”). This agreement to grant Stock Units (“Award Agreement” or “Grant Agreement”) is made effective as of the 3rd day of March, 2014 (“Grant Date”). If Grantee is a Covered Employee, this Award is designated as a “Performance Compensation Award” and as such is granted pursuant to Article 11 of the Plan.

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RADISYS CORPORATION LONG TERM INCENTIVE PLAN Award Agreement for Performance- Based Restricted Stock Units
Performance-Based Restricted Stock Units Award Agreement • September 30th, 2009 • Radisys Corp • Computer peripheral equipment, nec • Oregon

This Award Agreement (the “Agreement”), dated as of DATE, is made by and between RadiSys Corporation (the “Company”) and NAME (the “Participant”).

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RESTRICTED STOCK UNITS AWARD AGREEMENT
Performance-Based Restricted Stock Units Award Agreement • November 9th, 2016 • Electro Scientific Industries Inc • Miscellaneous electrical machinery, equipment & supplies • Oregon

This Award Agreement (the “Agreement”) is entered into as of May 17, 2016 by and between Electro Scientific Industries, Inc., an Oregon corporation (the “Company”), and __________________________ (“Recipient”), for the grant of restricted stock units with respect to the Company’s Common Stock (“Common Stock”). By accepting this award Recipient agrees to be bound by the terms and conditions of this Agreement.

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PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT
Performance-Based Restricted Stock Units Award Agreement • November 7th, 2012 • Electro Scientific Industries Inc • Miscellaneous electrical machinery, equipment & supplies • Oregon

This Award Agreement (the “Agreement”) is entered into as of August , 2012 by and between Electro Scientific Industries, Inc., an Oregon corporation (the “Company”), and (“Recipient”), for the grant of restricted stock units with respect to the Company’s Common Stock (“Common Stock”).

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AMENDED AND RESTATED STOCK INCENTIVE PLAN
Performance-Based Restricted Stock Units Award Agreement • March 31st, 2021 • American Vanguard Corp • Agricultural chemicals • Delaware

American Vanguard Corporation, a Delaware Corporation, (“Company”) hereby grants to /$ParticipantName$/ (“Grantee”), a Participant in the American Vanguard Corporation Amended and Restated Stock Incentive Plan, as amended from time-to-time (“Plan”), a Performance-Based Restricted Stock Units Award (“Award”) for Units (“Units”) representing shares of the common stock of the Company (“Stock”). This agreement to grant Stock Units (“Award Agreement” or “Grant Agreement”) is made effective as of the 13th day of November, 2020 (“Grant Date”). If Grantee is a Covered Employee, this Award is designated as a “Performance Compensation Award” and as such is granted pursuant to Article 11 of the Plan.

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PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT
Performance-Based Restricted Stock Units Award Agreement • February 4th, 2009 • Patriot Coal CORP • Bituminous coal & lignite mining • Delaware

THIS AGREEMENT, dated [•], (the “Grant Date”), is made by and between PATRIOT COAL CORPORATION, a Delaware corporation (the “Company”), and the undersigned employee or other service provider of the Company or a Subsidiary (as defined below) or an Affiliate (as defined below) of the Company (the “Grantee”).

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FORM OF SENIOR VP & ABOVE, first used in March 2012] ON SEMICONDUCTOR CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT
Performance-Based Restricted Stock Units Award Agreement • May 4th, 2012 • On Semiconductor Corp • Semiconductors & related devices • Delaware

ON Semiconductor Corporation, a Delaware Corporation, (“Company”) hereby grants to (“Grantee”), a Participant in the ON Semiconductor Corporation Amended and Restated Stock Incentive Plan, as amended from time-to-time (“Plan”), a Performance-Based Restricted Stock Units Award (“Award”) for Units (“Units”) representing shares of the common stock of the Company (“Stock”). This agreement to grant Stock Units (“Award Agreement” or “Grant Agreement”) is made effective as of the day of , (“Grant Date”). If Grantee is a Covered Employee, this Award is designated as a “Performance Compensation Award” and as such is granted pursuant to Article 11 of the Plan.

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ADVANCE AUTO PARTS, INC. PERFORMANCE-BASED RSUs AWARD AGREEMENT (STOCK SETTLED)
Performance-Based Restricted Stock Units Award Agreement • February 28th, 2017 • Advance Auto Parts Inc • Retail-auto & home supply stores

Performance-based Restricted Stock Units (the “Performance-based RSUs”) with respect to the number of shares of Advance Auto Parts, Inc. common stock, $.0001 par value per share (“Stock”), indicated above in the box labeled “Performance-based RSUs (at Target Level)” (the “Target Award”). The Performance-based RSUs subject to this Award Agreement shall vest in accordance with Section 1 and Section 2, and upon vesting shall be converted into shares of Stock, as provided in Section 1 and Section 2. This Award is subject to the terms and conditions set forth below and in the Advance Auto Parts, Inc. 2014 Long-Term Incentive Plan (the “Plan”). A copy of the Plan is available on the Company’s Intranet site or upon request. In the event of any conflict between the terms of the Plan and this Award Agreement, the terms of the Plan shall govern. Any capitalized terms not defined herein shall have the meaning set forth in the Plan.

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RADISYS CORPORATION LONG TERM INCENTIVE PLAN Award Agreement for Performance- Based Restricted Stock Units
Performance-Based Restricted Stock Units Award Agreement • May 2nd, 2014 • Radisys Corp • Computer peripheral equipment, nec • Oregon

This Award Agreement (the “Agreement”), dated as of March 21, 2014, is made by and between Radisys Corporation (the “Company”) and <NAME> (the “Participant”).

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