Covered Award means an Award, other than an Option or other Award with an exercise price per Share not less than the Fair Market Value of a Share on the date of grant of such Award, to a Covered Employee, if it is designated as such by the Committee at the time it is granted. Covered Awards are subject to the provisions of Section 13 of this Plan.
Covered Award shall refer to:
Covered Award means an Award to a Covered Participant which is intended to qualify as “performance-based compensation” within the meaning of Section 162(m) of the Code.
Examples of Covered Award in a sentence
In the event that your employment with the Company or an Affiliate terminates for Cause, your Covered Award will be forfeited immediately.
No change shall be made to accelerate the payment of a Covered Award unless the amount of the Covered Award is discounted to reasonably reflect the time value of money.
Further, no change shall be made to defer the payment of a Covered Award unless an increase in the amount paid with respect to such award is based on a reasonable rate of interest or on the actual returns on one or more predetermined actual investments (whether or not assets associated with the amount originally owed are actually invested therein).
Section 2(f) (“Termination for Cause”) will continue to apply to your Covered Award, and will supersede the terms of this Section 2(c).
To the extent an Award is a Section 409A Covered Award, the Award is intended to comply with Section 409A of the Code and, to the extent applicable, the Plan and Award Agreements shall be limited, construed and interpreted in accordance with Section 409A of the Code.
More Definitions of Covered Award
Covered Award means an Award made to a Covered Employee that is intended to meet the requirements of “qualified performance-based compensation” under Section 162(m) of the Code.
Covered Award means an Award (i) that will be paid to a Covered Employee, (ii) that the Committee expressly designates as performance-based compensation and intends to be fully deductible under Section 162(m) and (iii) that will be paid following the shareholder approval required by
Covered Award means an Award, other than an Option or other Award with an exercise price per Share not less than the Fair Market Value of a Share on the date of grant of such Award, to a Covered Employee, if it is designated as such by the Committee at the time it is granted. Covered Awards are subject to the provisions of Section 13 of this Plan. "Covered Employees" means Participants who are desig nated by the Committee prior to the grant of an Award who are, or are expected to be at the time taxable income will be realized with respect to the Award, "covered employees" within the meaning of Sec tion 162(m). "Performance Goals" means one or more objective performance goals, established by the Committee at the time an Award is granted, and based upon the attainment of targets for one or any combination of the following criteria: operating income, revenues, return on operating assets, earnings per share, return on stockholder equity, stock price, or achievement of cost control, of the Company or such subsidiary, division or department of the Company for or within which the participant is primarily employed. Performance Goals also may be based upon attaining specified levels of Company performance based upon one or more of the criteria described above relative to prior periods or the performance of other corporations. Performance Goals shall be set by the Committee within the time period prescribed by Section 162(m). "Section 162(m)" means Section 162(m) of the Code or any successor thereto, and the Treasury Regulations thereunder. 3. There is added to Section 4(a) of the Plan a new sen tence at the end thereof, reading in its entirety as follows: The maximum number of Shares that may be the subject of Awards made to a single Participant in any one calendar year shall be 200,000.
Covered Award means any of the following awards that are granted by the Company under its current incentive plan, or any similar incentive plan adopted by the Company in the future: (1) a stock option or stock appreciation right that is vested and unexercised at the time of (or that vests in connection with) the holder’s death, (2) a restricted stock award to the extent that it had not vested prior to the time of the holder’s death and to the extent that the underlying stock is held by the Company for the benefit of the holder (or held in book entry form by a Company recordkeeper for the holder’s benefit) if and when the stock vests, (3) a performance stock award or other type of performance based award to the extent that it had not been earned and paid prior to the time of the holder’s death, and (4) any similar award that had not been exercised or paid, as applicable, prior to the time of the holder’s death. Notwithstanding the foregoing, a Covered Award does not include: (1) any portion of such an award the payment of which has actually been deferred at the election of the holder under a Company deferral program, (2) any portion of a stock option that was exercised by the holder prior to his or her death, (3) restricted stock that vested prior to the time of the holder’s death, (4) vested stock or cash payments that had been delivered or made, as the case may be, to the holder prior to the time of his or her death, and (5) any other award that the Company determines and announces is not covered by this designation.
Covered Award means any equity award granted to the Award Recipient by the Company, whether such equity award was granted before, on, or after the Effective Date.