Earned Restricted Shares definition

Earned Restricted Shares based on the achievement of the Price Per Share Goal set forth in the table below, subject to certification by the Administrator that the Price Per Share Goal has been achieved (provided that no such certification shall be required in the event the Price Per Share Goal is achieved as a result of the occurrence of a Change in Control). Except in connection with a Qualifying Termination or a Change in Control, the Restricted Shares subject to the Price Per Share Tranche will become Earned Restricted Shares based on the achievement of the Price Per Share Goal during the PPS Performance Period. For the avoidance of doubt, the Price Per Share Goal for an Earned Restricted Share may be achieved only once during the PPS Performance Period. For example, if the Price Per Share Goal is determined by the Administrator to have been satisfied on January 1, 2025, the Price Per Share thereafter drops below such level and again reaches $18.00 per share during the 30 consecutive trading day period ending September 30, 2025, no additional Restricted Shares shall become Earned Restricted Shares as a result of reaching the same Price Per Share Goal for a second time.
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Earned Restricted Shares means the sum of the (i) Earned Absolute TSR Shares, (ii) Earned MSCI Relative Performance Shares, and (iii) Earned NAREIT Relative Performance Shares.
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Earned Restricted Shares based on the achievement of the Adjusted EBITDA Goal in the table below during the Adjusted EBITDA Performance Period. If the Company does not attain the Adjusted EBITDA Goal set forth above during the Adjusted EBITDA Performance Period, no Restricted Shares shall become Earned Restricted Shares as a result of reaching the Adjusted EBITDA Goal, and such Restricted Shares instead shall be eligible to become Earned Restricted Shares based on the achievement of the Price Per Share Goal, as described below.
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Examples of Earned Restricted Shares in a sentence

  • If Participant’s employment or service with Approach or an Affiliate is terminated prior to the end of the Performance Period as a result of the Participant’s death or Disability (as defined in the Plan), then the Restrictions on a number of Restricted Shares equal to the Target Restricted Shares shall automatically lapse at the time of such termination of employment or service and such number of Target Restricted Shares shall be deemed to be Earned Restricted Shares.

  • Following the removal of the Restrictions on the Earned Restricted Shares as of the Change of Control Date, Approach shall, as soon as administratively feasible, deliver to Participant from escrow a certificate representing such shares of Common Stock and Participant shall be free to sell, transfer, pledge, exchange, hypothecate or otherwise dispose of such shares of Common Stock, subject to applicable securities laws and the policies of Approach then in effect.

  • Following the removal of the Restrictions on any Earned Restricted Shares, Approach shall, as soon as administratively feasible, deliver to Participant from escrow a certificate representing such shares of Common Stock and Participant shall be free to sell, transfer, pledge, exchange, hypothecate or otherwise dispose of such shares of Common Stock, subject to applicable securities laws and the policies of Approach then in effect.

  • The Natural History Museum of Los Angeles County (NHM) was contacted on August 9, 2013 and July 6, 2015 to conduct a paleontology records search.

  • The Committee shall have the sole discretion for determining the level of achievement with respect to the TSR Vesting Objective and the number of Earned Restricted Shares, and any such determinations shall be conclusive.

  • Any Restricted Shares that become Earned Restricted Shares in accordance with this Section 2.2(b) will vest and become Vested Shares immediately prior to the closing of such Change in Control.

  • Following the removal of the Restrictions on the Earned Restricted Shares as of the time of termination, Approach shall, as soon as administratively feasible, deliver to Participant from escrow a certificate representing such shares of Common Stock and Participant shall be free to sell, transfer, pledge, exchange, hypothecate or otherwise dispose of such shares of Common Stock, subject to applicable securities laws and the policies of Approach then in effect.

  • The Company shall deliver to you one or more stock certificates free of all restrictions evidencing your Earned Restricted Shares if and when they become fully vested as of the Vesting Date.

  • You may not sell, assign, transfer, pledge, hypothecate or encumber your right to receive Restricted Shares under this letter prior to the time such Earned Restricted Shares become fully vested in accordance with this letter.

  • Following the Committee’s determination, Restricted Shares granted herein which have not become Earned Restricted Shares shall be immediately forfeited to the Company without payment of any consideration by the Company or any of its Affiliates, and neither Grantee nor any of his successors, heirs, assigns, or personal representatives will thereafter have any further rights or interests in such forfeited Restricted Shares.


More Definitions of Earned Restricted Shares

Earned Restricted Shares based on the achievement of the applicable Adjusted EBITDA Goal in the table below during the Adjusted EBITDA Performance Period. If the Company achieves an Adjusted EBITDA during the Adjusted EBITDA Performance Period that is less than the Threshold Adjusted EBITDA Goal, then (i) no Restricted Shares shall become Earned Restricted Shares as a result of reaching any Adjusted EBITDA Goal, (ii) 1,037,728 of the Restricted Shares instead shall be eligible to become Earned Restricted Shares based on the achievement of the Price Per Share Goal during the PPS Performance Period, as described below (the “PPS Restricted Shares”) and (iii) the remaining 1,037,728 of the Restricted Shares shall be forfeited and terminated without consideration as of December 31, 2024. If the Company achieves an Adjusted EBITDA during the Adjusted EBITDA Performance Period greater than $[***] and less than $[***], then (i) the number of Restricted Shares that become Earned Restricted Shares shall be determined using straight line linear interpolation between the Threshold Adjusted EBITDA Goal and the Target Adjusted EBITDA Goal, (ii) the number of Restricted Shares representing the excess of (x) 1,037,728 over (y) the number of Restricted Shares that become Earned Restricted Shares in accordance with the foregoing clause (i) shall instead become “PPS Restricted Shares” (and shall be eligible to become Earned Restricted Shares based on the achievement of the Price Per Share Goal during the PPS Performance Period, as described below) and (iii) the remaining Restricted Shares which do not become Earned Restricted Shares (in accordance with clause (i) above) or PPS Restricted Shares (in accordance with clause (ii) above) shall be forfeited and terminated without consideration as of December 31, 2024. If the Company achieves an Adjusted EBITDA during the Adjusted EBITDA Performance Period greater than $[***] and less than $[***], then (i) the number of Restricted Shares that become Earned Restricted Shares shall be determined using straight line linear interpolation between the Target Adjusted EBITDA Goal and the Maximum Adjusted EBITDA Goal and (ii) the remaining Restricted Shares shall be forfeited and terminated without consideration as of December 31, 2024 (and no Restricted Shares shall become PPS Restricted Shares).
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Related to Earned Restricted Shares

  • Company Restricted Shares means all shares of Company Common Stock subject to vesting restrictions and/or forfeiture back to the Company, whether granted under a Company Stock Plan or otherwise.

  • Company Restricted Share means each restricted share of Company Common Stock outstanding as of the Effective Time granted pursuant to any equity or compensation plan or arrangement of the Company.

  • Restricted Share Units means an Award which may be earned in whole or in part upon the passage of time or the attainment of performance criteria established by the Administrator and which may be settled for cash, Shares or other securities or a combination of cash, Shares or other securities as established by the Administrator.

  • Restricted Share Agreement means the agreement between the Company and the recipient of a Restricted Share which contains the terms, conditions and restrictions pertaining to such Restricted Shares.

  • Restricted Share Award means an award of Restricted Shares.

  • Company Restricted Stock means Company Shares that are unvested or are subject to repurchase option, risk of forfeiture or other condition on title or ownership under any applicable Company Equity Plan, restricted stock purchase agreement or other Contract with the Company.

  • Restricted Share Unit means the right granted to a Participant pursuant to Article 7 to receive a Share at a future date.

  • Company Restricted Stock Award means each award with respect to a share of restricted Company Common Stock outstanding under any Company Stock Plan that is, at the time of determination, subject to forfeiture or repurchase by the Company.

  • Age-restricted unit means a housing unit designed to meet the needs of, and exclusively for, the residents of an age-restricted segment of the population such that: 1) all the residents of the development wherein the unit is situated are 62 years of age or older; or 2) at least 80 percent of the units are occupied by one person who is 55 years of age or older; or 3) the development has been designated by the Secretary of the U.S. Department of Housing and Urban Development as “housing for older persons” as defined in Section 807(b)(2) of the Fair Housing Act, 42 U.S.C. § 3607.

  • Company Restricted Stock Unit means any restricted stock unit representing the right to receive Company Common Stock subject to vesting or other restrictions under any Company Stock Plan.

  • Restricted Share Unit Award means an award of Restricted Share Units under this Plan.

  • Restricted Shares shall have the respective meanings set forth in Section 2.14.

  • Performance Shares means Shares or an Award denominated in Shares which may be earned in whole or in part upon attainment of performance criteria established by the Administrator.

  • Restricted Share means a Share awarded to a Participant pursuant to Article 6 that is subject to certain restrictions and may be subject to risk of forfeiture.

  • Award Shares means Shares covered by an outstanding Award or purchased under an Award.

  • Unrestricted Shares means a grant of Shares made on an unrestricted basis pursuant to Section 13 of the Plan.

  • Performance-Based Restricted Stock means Shares issued or transferred to an Eligible Individual under Section 9.2.

  • Restricted Stock Agreement means the agreement between the Company and the recipient of a Restricted Share that contains the terms, conditions and restrictions pertaining to such Restricted Share.

  • Restricted Stock Units means an Award of stock units subject to such restrictions and conditions as the Administrator may determine at the time of grant.

  • Restricted Stock means Shares issued pursuant to a Restricted Stock award under Section 7 of the Plan, or issued pursuant to the early exercise of an Option.

  • Restricted Stock Grant means Shares awarded under the Plan as provided in Section 9.

  • Restricted Stock Unit Agreement means the agreement consistent with the terms of the Plan between the Company and the recipient of a Restricted Stock Unit that contains the terms, conditions and restrictions pertaining to such Restricted Stock Unit.

  • Restricted Stock Award Agreement means a written agreement between the Company and a holder of a Restricted Stock Award evidencing the terms and conditions of a Restricted Stock Award grant. Each Restricted Stock Award Agreement will be subject to the terms and conditions of the Plan.

  • Performance Share Units means Performance Share Units granted to an Eligible Individual under Section 9.1(b).

  • Restricted Units means that number of restricted units listed in the Award Letter as “Awards Granted.”

  • Forfeiture Restrictions means any prohibitions and restrictions set forth herein with respect to the sale or other disposition of Shares issued to the Recipient hereunder and the obligation to forfeit and surrender such shares to the Company.

Most Referenced Clauses

Most Referenced Definitions