Performance Unit Grant Agreement Sample Contracts

Targa Resources Investments Inc. Long Term Incentive Plan Performance Unit Grant Agreement
Performance Unit Grant Agreement • January 28th, 2009 • Targa Resources, Inc. • Natural gas transmission • Texas
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Callaway Golf Company Recipient: Performance Unit Grant Effective Grant Date: Number of Units: Plan: Amended and Restated 2004 Incentive Plan
Performance Unit Grant Agreement • March 2nd, 2020 • Callaway Golf Co • Sporting & athletic goods, nec • Delaware

CALLAWAY GOLF COMPANY, a Delaware corporation (the "Company"), has elected to grant to you, Recipient named above, a performance share unit award subject to the restrictions and on the terms and conditions set forth below, in consideration for your services to the Company. Terms not otherwise defined in this Performance Unit Grant Agreement (“Agreement”) will have the meanings ascribed to them in the Plan identified above (the “Plan”).

PERFORMANCE UNIT GRANT AGREEMENT
Performance Unit Grant Agreement • February 24th, 2017 • Buckeye Partners, L.P. • Pipe lines (no natural gas) • Delaware

THIS PERFORMANCE UNIT GRANT AGREEMENT (this “Agreement”), dated as of [●], is delivered by Buckeye GP LLC, a Delaware limited liability company (the “Company”), to [●] (the “Participant”).

November 30, 2020
Performance Unit Grant Agreement • February 25th, 2021 • Knight-Swift Transportation Holdings Inc. • Trucking (no local) • Delaware

The Compensation Committee (the “Committee”) of the Board of Directors of Knight-Swift Transportation Holdings Inc. (the “Company”) has awarded you, as of the date of this letter (the “Grant Date”), a performance unit grant (the “Grant”). The Grant entitles you to receive shares of the Company’s Class A common stock (the “Stock”), par value $0.01 per share (the “Stock Award”), to be issued upon the completion of the Vesting Period. This Grant is made subject to the terms and conditions of this Performance Unit Grant Agreement (this “Agreement”), and the Company’s Second Amended and Restated 2014 Omnibus Incentive Plan, as amended (the “Plan”). In this Agreement, the Company is sometimes referred to as “we” or “us” and includes any subsidiaries of the Company in which the Company holds an equity or voting interest of fifty percent (50%) or more. Terms used in this Agreement that are defined in the Plan have the same meaning as stated in the Plan.

STANDARD FORM OF PERFORMANCE UNIT GRANT AGREEMENT (RETENTION) WAUSAU PAPER CORP. GRANT OF PERFORMANCE UNITS
Performance Unit Grant Agreement • February 21st, 2012 • Wausau Paper Corp. • Paper mills • Wisconsin

Grant Agreement made as of _________ __, 20___ (the “Date of Grant”) between Wausau Paper Corp., a Wisconsin corporation with its principal place of business at Mosinee, Wisconsin (the “Corporation”), and ________________ (the “Grantee”) to evidence the Grant set forth herein under the terms of the Wausau Paper Corp. 2010 Stock Incentive Plan (the “Plan”).

STANDARD FORM OF PERFORMANCE UNIT GRANT AGREEMENT (LONG-TERM TOTAL SHAREHOLDER RETURN) WAUSAU PAPER CORP. GRANT OF PERFORMANCE UNITS
Performance Unit Grant Agreement • February 21st, 2012 • Wausau Paper Corp. • Paper mills • Wisconsin

Grant Agreement made as of ____________ ___, 20___ (the “Date of Grant”) between Wausau Paper Corp., a Wisconsin corporation with its principal place of business at Mosinee, Wisconsin (the “Corporation”), and _____________ (the “Grantee”) to evidence the Grant set forth herein under the terms of the Wausau Paper Corp. 2010 Stock Incentive Plan (the “Plan”).

Callaway Golf Company Performance Unit Grant Recipient: Effective Grant Date: Number of Units: Plan: 2021 Employment Inducement Plan
Performance Unit Grant Agreement • March 8th, 2021 • Callaway Golf Co • Sporting & athletic goods, nec • Delaware

CALLAWAY GOLF COMPANY, a Delaware corporation (the “Company”), has elected to grant to you, Recipient named above, a performance share unit award subject to the restrictions and on the terms and conditions set forth below, in consideration for your commencement of employment with the Company or a Related Company. Terms not otherwise defined in this Performance Unit Grant Agreement (“Agreement”) will have the meanings ascribed to them in the Plan identified above (the “Plan”).

STANDARD FORM OF PERFORMANCE UNIT GRANT AGREEMENT (SHORT-TERM ROCE) WAUSAU PAPER CORP. GRANT OF PERFORMANCE UNITS
Performance Unit Grant Agreement • February 21st, 2012 • Wausau Paper Corp. • Paper mills • Wisconsin

Grant Agreement made as of __________ ___, 20___ (the “Date of Grant”) between Wausau Paper Corp., a Wisconsin corporation with its principal place of business at Mosinee, Wisconsin (the “Corporation”), and ______________ (the “Grantee”) to evidence the Grant set forth herein under the terms of the Wausau Paper Corp. 2010 Stock Incentive Plan (the “Plan”).

FIRST AMENDMENT TO CERTAIN PERFORMANCE UNIT GRANT AGREEMENTS UNDER THE TARGA RESOURCES CORP. LONG-TERM INCENTIVE PLAN
Performance Unit Grant Agreement • July 24th, 2013 • Targa Resources Partners LP • Natural gas transmission

This First Amendment to certain Performance Unit Grant Agreements (this “Amendment”) is entered into this 15th day of July 2013 (the “Effective Date”) by TARGA RESOURCES CORP., a Delaware corporation (“Targa”), and amends all Performance Unit Grant Agreements evidencing Performance Units previously granted under the TARGA RESOURCES CORP. LONG-TERM INCENTIVE PLAN (f/k/a as the Targa Resources Investments Inc. Long Term Incentive Plan, and herein referred to as the “Plan”) by Targa during each of 2011 and 2012 to individuals (each, a “Grantee”), to the extent any such Performance Units remain outstanding as of July 1, 2013 (each such agreement, an “Agreement,” and collectively, the “Agreements”), as provided herein.

Re: Knight-Swift Transportation Holdings Inc.: Performance Unit Officer Grant Agreement
Performance Unit Grant Agreement • August 7th, 2019 • Knight-Swift Transportation Holdings Inc. • Trucking (no local) • Delaware

The Compensation Committee (the “Committee”) of the Board of Directors of Knight-Swift Transportation Holdings Inc. (the “Company”) has awarded you, as of the date of this letter (the “Grant Date”), a Performance Unit grant (the “Grant”). This Grant will settle in cash. The Grant entitles you to receive a cash payment equivalent to shares of the Company’s Class A common stock (the “Stock”), par value $0.01 per share (the “Stock Award”) as specified in Section 1. This Grant will be settled upon the completion of the Vesting Period. This Grant is made subject to the terms and conditions of this Performance Unit Grant Agreement (this “Agreement”), and the Company’s Amended and Restated 2014 Omnibus Incentive Plan, as amended (the “Plan”). In this Agreement, the Company is sometimes referred to as “we” or “us,” and includes any subsidiaries of the Company in which the Company holds an equity or voting interest of fifty percent (50%) or more. Terms used in this Agreement that are defined in

Targa Resources Partners Long Term Incentive Plan Performance Unit Grant Agreement
Performance Unit Grant Agreement • July 24th, 2013 • Targa Resources Partners LP • Natural gas transmission • Texas
McDERMOTT INTERNATIONAL, INC. Performance Unit Grant Agreement (February 27, 2019)
Performance Unit Grant Agreement • March 5th, 2019 • McDermott International Inc • Fabricated plate work (boiler shops)

The Compensation Committee of the Board of Directors (the “Committee”) of McDermott International, Inc. (“McDermott” or the “Company”) has selected you to receive a grant of performance units (“Performance Units”) under the [2016 McDermott International, Inc. Long-Term Incentive Plan][the Chicago Bridge & Iron 2008 Long-Term Incentive Plan, as amended and restated effective February 27, 2019] (the “Plan”), on February 27, 2019 (the “Date of Grant”). The provisions of the Plan are incorporated herein by reference.

FIRST AMENDMENT TO CERTAIN PERFORMANCE UNIT GRANT AGREEMENTS UNDER THE TARGA RESOURCES PARTNERS LONG-TERM INCENTIVE PLAN
Performance Unit Grant Agreement • July 24th, 2013 • Targa Resources Partners LP • Natural gas transmission • Delaware

This First Amendment to certain Performance Unit Grant Agreements (this “Amendment”) is entered into this 16th day of July 2013 (the “Effective Date”) by TARGA RESOURCES GP LLC., a Delaware limited liability company (“Targa GP”), and amends all Performance Unit Grant Agreements evidencing Performance Units previously granted under the TARGA RESOURCES PARTNERS LONG-TERM INCENTIVE PLAN (the “Plan”) by Targa GP during each of 2011, 2012, and 2013 to individuals (each, a “Grantee”), to the extent any such Performance Units remain outstanding as of July 1, 2013 (each such agreement, an “Agreement,” and collectively, the “Agreements”), as provided herein.

Targa Resources Corp. Long Term Incentive Plan Performance Unit Grant Agreement
Performance Unit Grant Agreement • July 24th, 2013 • Targa Resources Partners LP • Natural gas transmission • Texas
Name[Associate Name] Employee ID[Employee ID] Date of Grant[Grant Date] Number of Performance Units Granted[Grant Amount]
Performance Unit Grant Agreement • June 7th, 2017 • J C Penney Co Inc • Retail-department stores

You have been granted the number of Performance Units listed above in recognition of your expected future contributions to the success of J. C. Penney Company, Inc. (“Company”). This Performance Unit grant is a “target” award, which means that the number of Performance Units you will actually receive under this grant may increase or decrease based on the Company’s actual results for the Performance Cycle in the Payout Matrix established by the independent members of the Board of Directors (“Board”) and set out below. Unless otherwise noted, this grant is subject to all the terms, rules, and conditions of the 2016 J. C. Penney Company, Inc. Long-Term Incentive Plan (“Plan”) and the implementing resolutions (“Resolutions”) approved by the Human Resources and Compensation Committee of the Board (“Committee”). Capitalized terms not otherwise defined herein shall have the respective meanings assigned to them in the Plan and the Resolutions, as applicable. In order to receive the benefits un

CRESTWOOD EQUITY PARTNERS LP LONG-TERM INCENTIVE PLAN PERFORMANCE UNIT GRANT AGREEMENT
Performance Unit Grant Agreement • May 4th, 2017 • Crestwood Midstream Partners LP • Natural gas transmission • Delaware

THIS PERFORMANCE UNIT GRANT AGREEMENT (this “Agreement”), dated as of February 15, 2017, is made and entered into by and between Crestwood Equity GP LLC, a Delaware limited liability company (the “General Partner”), and ________ (the “Service Provider”). Capitalized terms used in this Agreement but not otherwise defined herein shall have the meanings ascribed to such terms in the Plan (as defined below), unless the context requires otherwise.

Callaway Golf Company Recipient: Performance Unit Grant Effective Grant Date: Number of Units: Plan: Amended and Restated 2004 Incentive Plan
Performance Unit Grant Agreement • March 2nd, 2020 • Callaway Golf Co • Sporting & athletic goods, nec • Delaware

CALLAWAY GOLF COMPANY, a Delaware corporation (the "Company"), has elected to grant to you, Recipient named above, a performance share unit award subject to the restrictions and on the terms and conditions set forth below, in consideration for your services to the Company. Terms not otherwise defined in this Performance Unit Grant Agreement (“Agreement”) will have the meanings ascribed to them in the Plan identified above (the “Plan”).

SOUTHWESTERN ENERGY COMPANY 2002 PERFORMANCE UNIT PLAN PERFORMANCE UNIT GRANT AGREEMENT
Performance Unit Grant Agreement • December 20th, 2004 • Southwestern Energy Co • Crude petroleum & natural gas • Arkansas

THIS GRANT AGREEMENT, effective as of the ________ day __________________ (the "Grant Date"), is between Southwestern Energy Company ("Company") and ___________________________ (hereinafter referred to as the "Participant").

Callaway Golf Company Recipient: Performance Unit Grant Effective Grant Date: Number of Performance Units: Plan: 2004 Equity Incentive Plan
Performance Unit Grant Agreement • January 22nd, 2007 • Callaway Golf Co /Ca • Sporting & athletic goods, nec • Delaware

CALLAWAY GOLF COMPANY, a Delaware corporation (the “Company”), has elected to grant to you, the Recipient named above, a Performance Unit award subject to the restrictions and on the terms and conditions set forth below, in consideration for your services to the Company. Terms not otherwise defined in this Performance Unit Grant Agreement (“Agreement”) will have the meanings ascribed to them in the Plan identified above (the “Plan”).

Targa Resources Investments Inc. Long Term Incentive Plan Performance Unit Grant Agreement
Performance Unit Grant Agreement • January 22nd, 2008 • Targa Resources Partners LP • Natural gas transmission • Texas
Targa Resources Investments Inc. Long Term Incentive Plan Performance Unit Grant Agreement
Performance Unit Grant Agreement • December 7th, 2009 • Targa Resources, Inc. • Natural gas transmission • Texas
ARTHUR J. GALLAGHER & CO. PERFORMANCE UNIT PROGRAM
Performance Unit Grant Agreement • May 1st, 2013 • Gallagher Arthur J & Co • Insurance agents, brokers & service • Delaware

This 2013 Performance Unit Grant Agreement (this “Agreement”), effective as of the Date of Grant shown above, between Arthur J. Gallagher & Co., a Delaware corporation (the “Company”), and the Participant named above, sets forth the terms and conditions of a grant of a performance unit award (this “Performance Unit Award”) under the Arthur J. Gallagher & Co. Performance Unit Program (the “Plan”). This Performance Unit Award is subject to all of the terms and conditions set forth in the Plan and this Agreement. In the event of any conflict, the Plan will control over this Agreement. Capitalized terms in this Agreement shall have the meaning specified in the Plan, unless a different meaning is specified herein.

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Targa Resources Investments Inc. Long Term Incentive Plan Performance Unit Grant Agreement
Performance Unit Grant Agreement • January 28th, 2009 • Targa Resources Partners LP • Natural gas transmission • Texas
LONG-TERM INCENTIVE PLAN FORM OF EXECUTIVE PERFORMANCE UNIT GRANT AGREEMENT THREE-YEAR PERFORMANCE PERIOD
Performance Unit Grant Agreement • February 27th, 2014 • Linn Energy, LLC • Crude petroleum & natural gas

This Performance Unit grant agreement (“Grant Agreement”) is made and entered into effective as of [Grant Date], (the “Grant Date”) by and between LINN ENERGY, LLC, a Delaware limited liability company (together with its subsidiaries, the “Company”), and [Executive] (“Participant”).

McDERMOTT INTERNATIONAL, INC. Performance Unit Grant Agreement (February 28, 2017)
Performance Unit Grant Agreement • March 3rd, 2017 • McDermott International Inc • Fabricated plate work (boiler shops)

The Compensation Committee of the Board of Directors (the “Committee”) of McDermott International, Inc. (“McDermott” or the “Company”) has selected you to receive a grant of performance units (“Performance Units”) under the 2016 McDermott International, Inc. Long-Term Incentive Plan (the “Plan”) on February 28, 2017 (the “Date of Grant”). The provisions of the Plan are incorporated herein by reference.

WGL Holdings, Inc. Omnibus Incentive Compensation Plan ROE Performance Units (Series #__) Award Terms and Conditions
Performance Unit Grant Agreement • February 5th, 2016 • Washington Gas Light Co • Natural gas distribution

This document sets forth the terms and conditions related to the Series #__ grant of performance unit awards under the WGL Holdings, Inc. Omnibus Incentive Compensation Plan. The following terms have the meanings ascribed below:

THIS DOCUMENT CONSTITUTES PART OF A PROSPECTUS COVERING SECURITIES THAT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933
Performance Unit Grant Agreement • April 23rd, 2019 • Anixter International Inc • Wholesale-electrical apparatus & equipment, wiring supplies

This Grant is made as of the 1st day of March, 2019 (“Date of Grant”) by Anixter International Inc., a Delaware corporation (the “Corporation”), to ___________ (“Participant”) pursuant to the Anixter International Inc. 2017 Stock Incentive Plan (the “Plan”).

Callaway Golf Company Recipient: Performance Unit Grant Effective Grant Date: Number of Units: Plan: Amended and Restated 2004 Incentive Plan
Performance Unit Grant Agreement • February 27th, 2017 • Callaway Golf Co • Sporting & athletic goods, nec • Delaware

CALLAWAY GOLF COMPANY, a Delaware corporation (the "Company"), has elected to grant to you, Recipient named above, a performance share unit award subject to the restrictions and on the terms and conditions set forth below, in consideration for your services to the Company. Terms not otherwise defined in this Performance Unit Grant Agreement (“Agreement”) will have the meanings ascribed to them in the Plan identified above (the “Plan”).

THIS DOCUMENT CONSTITUTES PART OF A PROSPECTUS COVERING SECURITIES THAT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 ANIXTER INTERNATIONAL INC. 2017 STOCK INCENTIVE PLAN 20[__] PERFORMANCE UNIT GRANT AGREEMENT
Performance Unit Grant Agreement • May 30th, 2017 • Anixter International Inc • Wholesale-electrical apparatus & equipment, wiring supplies

This Grant is made as of the [Date] day of [Month], 20[__] (“Date of Grant”) by Anixter International Inc., a Delaware corporation (the “Company”), to [First Name] [Last Name] (“Participant”) pursuant to the Anixter International Inc. 2017 Stock Incentive Plan (the “Plan”).

Notice of Performance Unit Grant
Performance Unit Grant Agreement • March 31st, 2010 • Kennedy-Wilson Holdings, Inc. • Real estate

The number of Performance Units you will receive under the Agreement, if any, will be determined as follows. First, the Company’s Compensation Committee (the “Committee”) will compute the 2010 Company Bonus Pool (the “Bonus Pool”). Second, the Committee will determine the maximum number of your Performance Units by multiplying the Bonus Pool by 10%. By way of illustration, if your percentage of the Bonus Pool has a value equal to $1 million, you would be entitled to a maximum of 1,000,000 Performance Units. As provided in Section 17.8 of the Plan, in no event may your Performance Units exceed $10 million. Finally, in its complete discretion, the Committee shall determine the actual number of Performance Units to which you shall be entitled, which may be any lesser number (including 0) that the Committee determines. You will thereupon receive a cash payment from the Company, equal to the product of $1.00 multiplied by the number of Performance Units awarded to you, if any, which amount

Re: Knight Transportation, Inc.: Performance Unit Officer Grant Agreement
Performance Unit Grant Agreement • August 10th, 2015 • Knight Transportation Inc • Trucking (no local) • Arizona

The Compensation Committee (the “Committee”) of the Board of Directors of Knight Transportation, Inc. (the “Company”) has awarded you, as of the date of this letter (the “Grant Date”), a Performance Unit grant (the “Grant”). The Grant entitles you to receive shares of the Company’s voting common stock (the “Stock”), par value $0.01 per share (the “Stock Award”), to be issued upon the completion of the Vesting Period. This Grant is made subject to the terms and conditions of this Performance Unit Grant Agreement (this “Agreement”), and the Company’s Amended and Restated Long-Term Equity Incentive Policy dated May 14, 2015, as amended, restated, or amended and restated by the Committee from time to time (the “Policy”), adopted by the Committee under the Amended and Restated 2015 Omnibus Incentive Plan, effective as of May 14, 2015 (the “Plan”). The Policy is incorporated herein by reference and a copy will be provided to you if you request it in writing from the Company. In this Agreemen

FORM OF PERFORMANCE UNIT GRANT AGREEMENT granted under the HIGHPOINT RESOURCES CORPORATION 2012 EQUITY INCENTIVE PLAN (THE “PLAN”)
Performance Unit Grant Agreement • November 9th, 2020 • HighPoint Resources Corp • Crude petroleum & natural gas • Delaware

THIS PERFORMANCE UNIT GRANT AGREEMENT (this “Agreement”), evidences the grant by HighPoint Resources Corporation (the “Company”) of an award of cash-based performance units (the “Award”) to the person listed as “Granted To” on Exhibit 1 (the “Participant”) on the “Grant Date” listed on Exhibit 1 (“Grant Date”) and the Participant’s acceptance of the Award in accordance with the provisions of the HighPoint Resources Corporation (f/k/a Bill Barrett Corporation) 2012 Equity Incentive Plan, as amended through February 21, 2020, and as same may be amended thereafter (the “Plan”). Capitalized terms used herein but not defined herein shall have the meanings given such terms in the Plan. The Company and the Participant agree as follows:

PERFORMANCE UNIT GRANT NOTICE AND AWARD AGREEMENT
Performance Unit Grant Agreement • March 17th, 2016 • PNK Entertainment, Inc. • Hotels & motels • Delaware

Congratulations! As a key leader in our business, you are in a position to have significant influence on the outcomes that affect our guests and Pinnacle Entertainment, Inc. (the “Company” or “Pinnacle”). I am pleased to inform you that, in recognition of the role you play in our collective success, you have been granted Performance Units. This award is subject to the terms and conditions of the 2005 Equity and Performance Incentive Plan, as amended and restated, this Grant Notice and the Performance Unit Award Agreement, which are in all events the governing documents for your Award. The details of this Award are indicated below.

Callaway Golf Company Recipient: Performance Unit Grant Effective Grant Date: Number of Units: Plan: Amended and Restated 2004 Incentive Plan
Performance Unit Grant Agreement • April 25th, 2014 • Callaway Golf Co • Sporting & athletic goods, nec • Delaware

CALLAWAY GOLF COMPANY, a Delaware corporation (the "Company"), has elected to grant to you, the Recipient named above, a performance share unit award subject to the restrictions and on the terms and conditions set forth below, in consideration for your services to the Company. Terms not otherwise defined in this Performance Unit Grant Agreement (“Agreement”) will have the meanings ascribed to them in the Plan identified above (the “Plan”).

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