Common use of Annual Variable Compensation Clause in Contracts

Annual Variable Compensation. The Executive shall be eligible for target annual variable compensation in an amount equal to the percentage of Executive’s Base Salary set forth in Item 6 of Exhibit A, subject to possible increase in the discretion of the Compensation Committee (such target annual variable compensation, as in effect from time to time, the “Target Annual Bonus”). The actual annual variable compensation earned for a year will be between zero percent (0%) and two hundred percent (200%) of Base Salary, depending on the level of achievement of applicable goals established by the Compensation Committee, which may be based on a combination of individual and Company related performance objectives, each of which shall be determined by the Compensation Committee. The Target Annual Bonus for the fiscal year that includes the Effective Date shall be prorated based on the period of the Executive’s service from the Effective Date. Any annual variable compensation determined by the Compensation Committee to have been earned by the Executive will be paid 60% in cash and 40% in the form of time-based restricted stock units (“RSUs”) and/or restricted shares awarded under the Company’s 2020 Equity Compensation Plan (or any successor plan) (the “Company Equity Plan”); provided, however, that the Compensation Committee reserves discretion to change such allocation of cash and RSUs/restricted shares from time to time. The number of RSUs and/or restricted shares will be determined utilizing the average of the Company’s Class B common stock price of five business days prior to and five business days following the Company’s applicable year-end earnings release. RSUs and/or restricted shares will vest annually over a period of three years from the date of each award.