Eligible PSUs definition
Examples of Eligible PSUs in a sentence
Based on such evaluation, the Committee or the Board, as applicable, shall determine whether and the extent to which PSUs hereunder may become Eligible PSUs. For purposes of RTSR, the Corporation’s CAGR during the Performance Period shall be measured against the CAGR of members of the PSU Performance Peer Group, calculated at the 90th, 75th, 50th and 25th percentiles, as reflected in the table below.
Based on such evaluation, the Committee or the Board, as applicable, shall determine whether and the extent to which PSUs hereunder may become Eligible PSUs. Following upon approval by the Committee or the Board, as applicable, such approved Performance Criteria shall constitute the “Achieved Performance Criteria” in respect of PSUs granted hereunder.
The Participant shall not have any rights as a stockholder with respect to any shares of Common Stock that are used to calculate the Cash Value to be delivered to the Participant in satisfaction of any vested Eligible PSUs or with respect to any other aspect of the Award.
Notwithstanding anything to the contrary in this Exhibit A, in the event that the Company’s TSR is negative for the Performance Period, the maximum number of PSUs that may become Eligible PSUs is 100% of the Target Number of PSUs.
Unless otherwise determined by the Committee, in its discretion, Achieved Performance Criteria below P25 (or 25th percentile) will result in none of the PSUs granted hereunder becoming Eligible PSUs in respect of the Performance Period.
On the Committee Meeting Date immediately following the Performance Period, the Committee shall (i) determine whether and, where applicable, the degree to which the Performance Criteria for the Performance Period have been satisfied and constitute Achieved Performance Criteria and (ii) based on the Achieved Performance Criteria, determine the number of Eligible PSUs.
If Participant does not return to active employment immediately following such Unpaid Leave of Absence in which the Vesting Date occurs, then all unvested PSUs, regardless of whether such PSUs are or are not Eligible PSUs, shall be forfeited and cancelled upon the last day of such Unpaid Leave of Absence.
Whether any Eligible PSUs vest shall be determined by using the performance criteria contained in the applicable Performance Award Agreement, whereby the Termination date shall be treated as the Closing Date for purposes of calculating whether the applicable performance metrics have been achieved.
In no event shall the number of Eligible PSUs exceed 200% of the number of Granted PSUs. All Eligible PSUs shall vest on the later of the third anniversary of the Grant Date or the date of the Committee’s determination of the degree to which the Performance Goals have been satisfied (the “Vesting Date”).
Eligible PSUs shall not be treated as though there has been a Change in Control pursuant to the Performance Award Agreement, but rather only the formula for determining what percentage of PSUs qualify for vesting upon a Change in Control shall be used to determine what percentage, if any, of the Eligible PSUs shall vest on the Termination date.