Examples of Retention RSUs in a sentence
Grant of Plan-Based Awards Table During 2022, Kellogg ParentCo granted the following plan-based awards to our NEOs: • 2022 AIP grants (annual cash performance-based awards) paid in March 2023; • 2022-2024 PSU Plan grants (multi-year stock performance-based awards); • RSU grants; and • Retention RSUs (in the case of Mr. McKinstray and Mr. VanDeVelde).
In 2022, among our NEOs, Mr. McKinstray received Retention RSUs in the ordinary course of business as part of Kellogg ParentCo’s efforts to retain key talent.
For these reasons, Mr. VanDeVelde received a retention award in 2022, a portion of which is in the form of Retention RSUs and the remaining portion of which is in the form of cash (the “Retention Cash Award”), pursuant to a Retention Agreement and General Release (the “Retention Agreement”).
The receipt of Mr. McKinstray’s Retention RSUs is conditioned upon his continued compliance with certain restrictive covenants, including employee and customer non-solicitation and non-hire restrictions during employment and for two years thereafter and perpetual, non-disparagement and confidentiality obligations.
So long as you remain an employee of the Company, 25% of the Acquired Employee Retention RSUs shall vest on the first anniversary of the grant date and 1/16th of the grant amount each quarter thereafter, subject to the terms and restrictions set forth in the Company equity plan(s) from which your equity award is granted, as may be modified from time to time (the “SFDC Option Plan”).
Any unvested Acquired Employee Retention RSUs will be forfeited in their entirety upon the termination of your employment for any reason, including your resignation.
Any unvested Retention RSUs will be forfeited in their entirety upon the termination of your employment for any reason, including your resignation.
In addition, all Retention Options that have not been exercised prior to the date that the Executive violates any of the covenants set forth in Section 9(a) or 9(b), or materially violates any of the covenants set forth in Section 9(c), 9(e), or 9(f) and all Retention RSUs that have not become vested prior to the date of such breach shall thereupon be forfeited.
The Retention RSUs shall have such other terms and conditions as provided in the Company’s standard form of restricted stock unit agreement.
Subject to Section 6, to the extent Employee is not vested in the Stay/Client Retention RSUs as of his Date of Termination, Employee shall forfeit such non-vested Stay/Client Retention RSUs without consideration.