Annualized TSR definition

Annualized TSR means: (i) the sum of (A) 1.00 plus (B) the Total Stockholder Return (as defined below) for the Performance Period or the Shortened Performance Period, as applicable, with the sum of (A) and (B) raised to the power of 365/x, minus (ii) 1.00, where “x” is equal to the number of days that has elapsed in the Performance Period or the Shortened Performance Period, as applicable. “Total Stockholder Return” means, with respect to each share of Common Stock, a rate of return reflecting stock price appreciation, plus the reinvestment of dividends in additional shares of stock, from the beginning of the Performance Period through the end of the Performance Period or the Shortened Performance Period, as applicable. For purposes of calculating Total Stockholder Return, the beginning stock price will be based on the volume weighted average price of the Common Stock for the 20 trading days immediately preceding the first trading day of the Performance Period on the principal stock exchange on which the Common Stock then trades and the ending stock price will be based on the volume weighted average price of the Common Stock for the 20 trading days immediately preceding the last trading day of the Performance Period or the Shortened Performance Period, as applicable, on the principal stock exchange on which the Common Stock then trades (in each case, as calculated by the Committee). For this purpose, (x) dividends will be deemed reinvested at the closing price of the last day of the month after the “ex dividend” date, (y) all cash special dividends shall be treated like regular dividends, and (z) all spin-offs or share-based dividends shall be assumed to be sold on the issue date and reinvested in the issuing company that same date.

Annualized TSR shall be the Company’s annualized total shareholder return, calculated as follows: Ending Average Stock Price+Reinvested Dividend AmountBeginning Average Stock Price1/n-1 where n is equal to 3, which is the number of years over which Annualized TSR is measured.

Annualized TSR means total shareholder return (assuming reinvestment of all dividends), computed on an annualized basis for any Measurement Period (or applicable portion thereof, in the case of a company that is added to the Comparator Group after a Measurement Period has begun). The Annualized TSR for the Company for any Measurement Period shall be determined using (A) the VWAP for the Common Stock for the 30 days ended December 31, 2021 and (B) the VWAP for the Common Stock for the 30 days ending on the last day of such Measurement Period. The Annualized TSR of each company in the Comparator Group for any Measurement Period shall be determined using

Examples of Annualized TSR in a sentence

• Payout will be based upon the Corporation’s calculated Annualized TSR compared to the statistical Annualized TSR for the Peer Group (“Comparative TSR”) using the whole company ranking method (i.e., including the Corporation within the array of companies for which TSR is compared).

• In the event of a Change of Control, the final price for purposes of determining the Annualized TSR shall be determined based on the closing price of the business day immediately preceding the closing date of the Change of Control.

• The Units shall be earned based on the achievement of both the Company’s absolute Annualized TSR and the Company’s relative Annualized TSR as compared to the S&P Index (as defined and described in Exhibit A attached hereto, and collectively, the “Performance Goals”) during the period commencing as of the Date of Grant and ending on the second anniversary of the Date of Grant (the “Performance Period”).

• However, if the reason for the cessation of trading was due to bankruptcy, insolvency or, at the discretion of the Committee, the acquisition of the company as the result of financial distress, the Annualized TSR performance of such company will be treated as underperforming the Company’s Annualized TSR.

• In determining the relative Annualized TSR for the Performance Period, the Peer Companies and the Company shall be ranked together based on their respective Annualized TSRs for the Performance Period with the highest Annualized TSR being the total number of Peer Companies (for purposes of calculating the relative Annualized TSR, the number of Peer Companies shall include the Company) and the lowest Annualized TSR being number 1.

• For example, (1) if Annualized TSR is ______%, then the payout percentage would be ____% of the Target Level, and (2) if Annualized TSR is ______%, then the payout percentage would be _____% of the Target Level.

• Payout will be based upon the Corporation’s calculated Annualized TSR compared to the statistical Annualized TSR for the Peer Group (“Comparative TSR”).

• As provided in Section 3(c) below, the Performance Measure will be satisfied based on the Company’s Annualized TSR during the Performance Period, as certified in writing by the Committee following the end of the Performance Period.

• If Annualized TSR is between the levels designated in the table below, then the Payout Percentage shall be adjusted based on linear interpolation between applicable percentages.

• If the Company’s Annualized TSR over the Performance period is less than the Annualized TSR of the S&P Index over the Performance Period, a number of Units shall be earned equal to (i) the total number of Units granted multiplied by (ii) the applicable “Percentage of Units Earned” as indicated in Table II below based on the achievement during the Performance Period of Annualized TSR at the levels designated in Table II below.

More Definitions of Annualized TSR

Annualized TSR shall be calculated as follows: