Adjustments to Stock Price Milestones in the Event of Certain Corporate Transactions Clause Samples

Adjustments to Stock Price Milestones in the Event of Certain Corporate Transactions. Without limiting Section 5 of the Plan, the Stock Price Milestones will be adjusted in good faith by the Administrator, in consultation with the Participant, equitably and proportionately in a manner designed to preserve the economic opportunity provided under the Performance Stock Units, (1) higher to account for acquisition activity for which stock is provided as consideration; and (2) lower to account for a spin-off, dividend or other distribution (whether in the form of cash, shares, other securities, or other property) or divestiture activity, in each case, that could be considered material to the achievement of the Stock Price Milestones.