Exempt Award definition

Exempt Award means the following:
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Exempt Award means each Exempt PUA Award, each Exempt Option and each Exempt RSU.
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Exempt Award means any Award that does not constitute deferred compensation subject to Section 409A of the Internal Revenue Code (the “Code”) under any relevant exception by statute, regulation or rule, specifically including, but not limited to, Treas. Reg. §§1.409A-1(b)(4) (short-term deferrals), 1.409A-1(b)(5) (certain stock options and stock appreciation rights) and 1.409A-1(b)(6) (restricted stock).
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Examples of Exempt Award in a sentence

  • The maximum Exempt Award payable to any Participant in respect of any such Performance Goal for any year shall not exceed $2,500,000.

  • The actual payment under an Award other than an Exempt Award may be more or less than the amount indicated by the level of achievement under the Award.

  • The actual payment under an Exempt Award may be less than (but in no event more than) the amount indicated by the certified level of achievement under the Award.

  • If the sale to such proposed transferee is not consummated within 180 days after the termination of the Refusal Period, or if the price and terms of the sale to such proposed transferee are less favorable to Owner than those offered to Manager, then the right of first refusal set forth in Section 15.3(a) shall be reinstated and shall continue in full force and effect.

  • No amount may be paid under any Exempt Award unless such certification requirement has been satisfied as set forth above, except as provided by the Committee consistent with the requirements of Section 162(m).

  • In the case of any Performance Award intended to qualify for the performance-based remuneration exception described in Section 162(m)(4)(C) of the Code and the regulations thereunder (an "Exempt Award"), the Committee shall in writing preestablish specific Performance Goals.

  • For purposes of the Plan, “Committee” means the Compensation Committee of the Board of Directors of the Company, except that, for purposes of any Exempt Award, if any member of the Compensation Committee is not an “outside director” (as defined in Section 162(m)), “Committee” means a subcommittee of the Compensation Committee consisting solely of those Compensation Committee members who are “outside directors” as so defined.

  • The provisions of this subsection (c) shall apply and shall supersede anything to the contrary set forth in the Plan with respect to the permitted treatment of any Non- Exempt Award in connection with a Corporate Transaction if the Participant was either an Employee or Consultant upon the applicable date of grant of the Non-Exempt Award.

  • In the case of any Performance Award intended to qualify for the performance-based remuneration exception described in Section 162(m)(4)(C) of the Code and the regulations thereunder (an "Exempt Award"), the Board shall in writing preestablish specific Performance Goals.

  • The Board may amend or terminate the Plan at its discretion; provided, however, that no amendment shall cause any outstanding Award to a Named Executive which is intended to be a Section 162(m) Exempt Award to cease to qualify as a Section 162(m) Exempt Award.


More Definitions of Exempt Award

Exempt Award means a Performance Award intended to satisfy the performance-based compensation exception under Section 162(m).
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Exempt Award means the following: (a) An Award granted in assumption of, or in substitution for, outstanding awards previously granted by a corporation or other entity acquired by the Company or any of its Subsidiaries or with which the Company or any of its Subsidiaries combines by merger or otherwise. The terms and conditions of any such Awards may vary from the terms and conditions set forth in the Plan to the extent the Administrator at the time of grant may deem appropriate, subject to Applicable Law. (b) An award that an Eligible Individual purchases at Fair Market Value (including awards that an Eligible Individual elects to receive in lieu of fully vested compensation that is otherwise due) whether or not the Shares are delivered immediately or on a deferred basis.
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Exempt Award means an Award designated by the Committee as being exempt from the minimum restriction period and Performance Period requirements described in Sections VIII(a), IX(e), XI(b) and XII(b) of the Plan and/or the limitations on the Committee’s and Board’s discretionary authority to lapse or waive the restrictions on any Full Value Award and accelerate Options and Stock Appreciation Rights, except in the event of death, disability, or retirement of a Participant or a Corporate Change, as described in Sections VII(d), VIII(a), IX(e), X(b), XI(b) and XII(e) of the Plan. Up to five percent (5%) of the aggregate number of shares of Common Stock that may be issued under the Plan may be designated by the Committee as Exempt Awards.
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Related to Exempt Award

  • Grant Award The Provider is required to match the grant award as required in the rules implementing the Federal Victims of Crime Act. Match contributions equal to 20 percent (cash or in-kind) of the total cost of each VOCA project (VOCA grant funds plus match contributions) must be reported monthly to the OAG. All funds designated as match contributions are restricted in the same manner and to be expended for the same uses as the VOCA victim assistance grant funds and must be expended within the grant period. Unless otherwise approved by the OAG, match contributions must be reported on a monthly basis in an amount consistent with the amount of funding requested for reimbursement.

  • Phantom Stock Award means an Award granted under Paragraph X of the Plan.

  • 3(i) Award means an Award granted pursuant to Section 3(i) of the Ordinance to any person who is a Non- Employee.

  • Performance Stock Award means a Stock Award granted under the terms and conditions of Section 6(c)(i).

  • Section 162(m) Award means a Performance Award granted under Section 6(k)(i) to a Covered Employee that is intended to satisfy the requirements for “performance-based compensation” within the meaning of Section 162(m).

  • Bonus Stock Award means an award of Bonus Stock under this Plan.

  • Unit Award means a grant of a Unit that is not subject to a Restricted Period.

  • Full Value Award means an Award other than in the form of an ISO, NQSO, or SAR, and which is settled by the issuance of Shares.

  • Performance Award means any right granted under Section 6(d) of the Plan.

  • Deferred Stock Award means Awards granted pursuant to Section 8.

  • Restricted Share Unit Award means a right to receive Ordinary Shares which is granted pursuant to the terms and conditions of Section 6(b).

  • Other Stock Unit Award means any right granted to a Participant by the Committee pursuant to Section 10 hereof.

  • Restricted Award means any Award granted pursuant to Section 7.2(a).

  • Plan Share Award means a right granted under this Plan to receive Plan Shares.

  • Share Award means an Award of Shares granted pursuant to Section 10.

  • Other Stock Award means an award based in whole or in part by reference to the Common Stock which is granted pursuant to the terms and conditions of Section 6(d).

  • Incentive Award means the right to receive a cash payment to the extent Performance Goals are achieved, and shall include “Annual Incentive Awards” as described in Section 10 and “Long-Term Incentive Awards” as described in Section 11.

  • the award , except in sub-paragraph (2), means—

  • Restricted Share Award means an award of Restricted Shares.

  • Phantom Stock Award Agreement means a written agreement between the Company and a Holder with respect to a Phantom Stock Award.

  • Restricted Stock Unit Award means a right to receive shares of Common Stock which is granted pursuant to the terms and conditions of Section 6(b).

  • Cash Performance Award means an Award that is denominated by a cash amount to an Eligible Person under Section 10 hereof and payable based on or conditioned upon the attainment of pre-established business and/or individual Performance Goals over a specified performance period.

  • Performance Unit Award means an Award granted under Article XI of the Plan under which, upon the satisfaction of predetermined Performance Goals, a cash payment shall be made to the Holder, based on the number of Units awarded to the Holder.

  • Phantom Stock Unit means the right to receive the value of one (1) share of the Company’s Common Stock, subject to the provisions of Section 8.4 of the Plan.

  • Company Restricted Stock Unit means a restricted stock unit issued pursuant to any of the Company Equity Plans that remains outstanding as of immediately prior to the Effective Time (other than Company Performance Restricted Stock Units).

  • 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.