Examples of Specified Award in a sentence
Unless otherwise determined by the Committee at or prior to the time of grant or as otherwise provided in an Award Agreement entered into after November 3, 2008, in each case in compliance with Section 409A of the Code, no other Change in Control shall trigger any payment, issuance, release or settlement of a Specified Award.
Notwithstanding anything in Section 13(b), if with respect to any Specified Award an Alternative Award would be deemed a non-compliant material modification (as defined in Section 409A of the Code) of such Award or would otherwise violate Section 409A, then no Alternative Award shall be provided and such Award shall instead be treated as provided in Section 13(a)(ii) or as otherwise provided in the Award Agreement.
In the case of any Specified Award that may be treated as payable in the form of “a series of installment payments,” as defined in Treasury Regulation Section 1.409A-2(b)(2)(iii), a Participant’s or Designated Beneficiary’s right to receive such payments shall be treated as a right to receive a series of separate payments for purposes of such Treasury Regulation.
Each share of Spinco common stock that is distributed with respect to a Specified Award (and each share of Company common stock into which such Spinco common stock is converted) shall be restricted and conditioned to the same extent and for the same period as the Specified Award is restricted and conditioned (taking into account the full vesting and deemed Alltel employment provided for in two preceding sentences).
In determining a Spinco Individual’s or Spinco Employee’s rights with respect to a Specified Award, employment after the Distribution Date with Spinco, a successor in interest to Spinco or any of their Subsidiaries (as defined in the Merger Agreement) shall be treated as employment with Alltel.
The Executive expressly agrees and consents to the Specified Award Cancellation, effective as of the Effective Date.
In the case of any Specified Award that may be treated as payable in the form of “a series of installment payments,” as defined in U.S. Treasury Regulation Section 1.409A-2(b)(2)(iii), a Participant’s or Designated Beneficiary’s right to receive such payments shall be treated as a right to receive a series of separate payments for purposes of such Treasury Regulation.
Each Alltel Restricted Share award outstanding under the 1998 Equity Incentive Plan or the 2001 Equity Incentive Plan and held by a Spinco Individual or Spinco Employee as of the Distribution Date (a "Specified Award") shall not be forfeited on the Distribution Date and shall become fully vested on August 3, 2006.
For purposes of the ten (10%) percent limitation under clause (ii) of the preceding sentence, (A) the last sentence of the definition of “Specified Award” shall be applied by substituting the word “retirement” for “separation from service,” and (B) any Stock Option that is accelerated, other than by reason of death, disability, retirement or a Covered Transaction, shall be treated as a Specified Award.
In entering into this Agreement, Xxxx expressly acknowledges, agrees and represents that the awards granted to Xxxx pursuant to the Specified Award Agreements represent the entirety of the outstanding equity awards that Xxxx holds pursuant to the LTIP or any predecessor equity compensation plan of the Company.