Annual Equity Award. With respect to each Company fiscal year commencing during the Term, the Executive shall be eligible to receive an annual equity compensation award (each such award, an “Annual Equity Award”). The form and terms and conditions of each Annual Equity Award shall be determined by the Board (or the Compensation Committee of the Board) in its discretion and shall be set forth in one or more written award agreements between the Company and the Executive.
Annual Equity Award. Executive will be eligible for annual grants of long-term incentive and equity compensation awards at the Company’s good faith discretion, based upon the Compensation Committee’s evaluation of his performance and peer company compensation practices (the “Annual Equity Grant”). Executive’s target Annual Equity Grant shall be consistent with his position at the Company’s peer companies; provided, however, that the target Annual Equity Grant shall not be less than one hundred fifty percent (150%) of Executive’s Salary. Fifty percent (50%) of each Annual Equity Grant shall vest on an annual basis ratably over four (4) years and fifty percent (50%) of each Annual Equity Grant shall vest based on performance criteria determined by mutual agreement between Executive and the Compensation Committee.
Annual Equity Award. For each calendar year during the Employment Period, beginning in calendar year 2022, it is the present expectation that iHeartMedia shall grant to the Employee an annual equity-based compensation award covering shares of iHeartMedia’s Class A common stock with a target aggregate grant-date fair value equal to $8,000,000 (the “Annual Equity Award”), and that 50% of the total Annual Equity Award grant-date fair value shall vest based on the Employee’s continued service with the Company, and the remaining 50% of the total Annual Equity Award grant-date fair value shall vest based on achievement of performance goals and continued service. Notwithstanding the generality of the foregoing, the Board (or its Compensation Committee) shall determine in its sole discretion whether to grant an Annual Equity Award to the Employee, and if the Board (or its Compensation Committee) so determines, the amount and terms and conditions applicable to any Annual Equity Award (which terms and conditions shall be no less favorable than those provided in annual equity awards granted to other senior executives of iHeartMedia), and the terms and conditions of the Annual Equity Awards shall be set forth in separate award agreements to be entered into by the Employee and iHeartMedia, which shall provide for accelerated vesting upon a Qualifying Termination that occurs on or following a Change in Control (as defined in the Plan), subject to (i) the Employee signing and returning (and not revoking) the Release (as defined below) by the sixtieth (60th) day following the date of termination and (ii) the Employee’s continued compliance in all material respects with the restrictive covenants set forth in Section 4; provided, that the Company shall provide the Employee with written notice of any breach thereof, and the Employee will have no less than 30 days to cure such breach, to the extent curable. Except as otherwise specifically provided in this Agreement, each Annual Equity Award shall be governed in all respects by the terms and conditions of the Plan and the applicable award agreement.
Annual Equity Award. Employee shall be eligible to receive an annual performance-based equity award under the Company’s then-existing incentive equity plan with an expected target grant date fair market value equal to 100% of Employee’s Base Salary (the “Annual Equity Award”). Employee’s entitlement to the Annual Equity Award remains subject to approval by the Board and shall be granted pursuant to, and subject to, the Company’s 2018 Long Term Incentive Plan (as it may be amended from time to time, the “LTIP”) and a Restricted Unit Award Agreement or Restricted Unit Option Award Agreement, as applicable (each, an “Award Agreement”), in the form established by the Board in its sole discretion.
Annual Equity Award. Beginning the quarter commencing October 1, 2023, upon resolution by the Board of Directors, the Board Member will receive the following annual equity compensation, paid quarterly in arrears on a pro-rated basis: $150,000, divided by the volume weighted average price (VWAP) of the twenty (20) trading days prior to the applicable end of quarter grant date. For equity compensation earned by the Board Member after the vesting of the last Annual Equity Award but prior to September 30, 2023, the Board Member will receive a one-time payment in the amount of $75,000, divided by the volume weighted average price (VWAP) of the twenty (20) trading days prior to September 30, 2023.”
Annual Equity Award. At the discretion of the Board, on an annual basis, the Executive shall be eligible to receive equity awards with a grant date fair value equal to a portion of the Executive’s Base Salary as indicated on the Schedule, with such vesting terms as determined by the Board.
Annual Equity Award. Employee shall be eligible to receive an annual performance-based equity award under the Company’s then existing incentive equity plan based on a 3-year graded vesting schedule with an expected target grant date fair value equal to 100% of Employee’s Base Salary (the “Annual Equity Award”). Employee’s entitlement to the Annual Equity Award remains subject to approval by the Board and shall be granted pursuant to, and subject to, the Company’s 2021 Long Term Incentive Plan (as it may be amended from time to time, the “LTIP”) and a Restricted Stock Agreement or Stock Option Award Agreement, as applicable (each, an “Award Agreement”), in the form established by the Board in its sole discretion, provided that the terms and conditions of any such Award Agreement shall be consistent with the terms and conditions of this Section 5(b)(ii), including without limitation, the vesting schedule thereof.
Annual Equity Award. Subject to approval by the Board or Compensation Committee, the Executive shall also be eligible to receive an annual equity award with a target value of $2,411,000 (the “Target Annual Equity Award Value”) at substantially the same time as annual equity awards are granted to other executive officers of the Company, which shall be subject to the terms and conditions of the 2021 Plan and shall be comprised of a stock option to purchase Parent Stock subject to a form of award agreement substantially in the form of Non-Qualified Stock Option Agreement attached hereto as Exhibit D and/or restricted stock units in respect of Parent Stock subject to an award agreement substantially in the form of Restricted Stock Unit Award Agreement attached hereto as Exhibit E (with such adjustments thereto as reasonably determined by the Board in its sole discretion, provided that with respect to the first annual equity award following the Effective Date, any such adjustments to the aggregate value, nature of award and performance hurdles shall be immaterial), as allocated among options and RSUs as determined by the Board or Compensation Committee.
Annual Equity Award. Executive will be eligible for annual grants of long-term incentive and equity compensation awards at the Board’s good faith discretion, based upon the Compensation Committee’s evaluation of his performance and peer company compensation practices.
Annual Equity Award. The Executive shall be eligible to receive an annual award of restricted stock units (“RSUs”) valued at $765,000, the terms of which shall be governed by the Company’s 2017 Equity Incentive Plan (“2017 Plan”), including any equity grant documents thereunder. Half of such RSUs shall be subject to time-based vesting and half of such RSUs shall be subject to performance vesting.
