Company Stock Price. Except as set forth in Sections 3 and 4 of this Exhibit A, on each Achievement Date during the Performance Period, a number of Shares will become eligible to vest equal to the number of Shares listed as the “Shares” corresponding to the applicable Company Stock Price Target in the table below but not to exceed the Share Limit (such Shares, the “Eligible Shares”), and such Eligible Shares will vest on the earlier of: (a) the next Vesting Date subject to Participant satisfying the Service Condition through such date, or (b) an Acceleration Event. If, as a result of the Company Stock Price Target achievement, a number of Shares otherwise would have become Eligible Shares but for the Share Limit, the Shares that exceeded the Share Limit will not become Eligible Shares, and any such Shares will only become Eligible Shares (if at all) upon the next Achievement Date relating to the Company Stock Price Target applicable to such Shares, subject to Sections 3 and 4 of this Exhibit A. Company Stock Price Target* Shares
Company Stock Price. Except as set forth in Sections 3 through 5 of this Exhibit B, on each trading day that a Company Stock Price Target in the table below (the “Table”) is achieved during a Measurement Period (each, an “Achievement Date”), a number of Shares subject to the Grant Tranche for that Measurement Period will become eligible to vest (such Shares, the “Eligible Shares”) equal to (a) the product of (x) the Target Shares allocated to that Grant Tranche multiplied by (y) the percentage indicated in the “Multiplier” column of the Table that corresponds to such Company Stock Price Target that was achieved (rounded to the nearest whole Share), minus (b) the number of Shares subject to the Grant Tranche that already became Eligible Shares upon the achievement of any lower Company Stock Price Target (if any). Such Eligible Shares will vest (a) in full on the applicable Vesting Date subject to Participant satisfying the Service Condition through such date, or (b) to the extent provided under Sections 4 or 5. Except in connection with a Change in Control as set forth in Section 5 of this Exhibit B, no partial achievement will occur and no Shares will become Eligible Shares for achievement between two Company Stock Price Targets. For the avoidance of doubt, (a) more than one Company Stock Price Target may be achieved on a particular Achievement Date (which will result in the cumulative number of Eligible Shares for the applicable Grant Tranche being equal to the product obtained by multiplying (x) the Target Shares allocated to that Grant Tranche multiplied by (y) the percentage indicated in the “Multiplier” column of the Table that corresponds to the highest Company Stock Price Target that was achieved on such date), and (b) each Company Stock Price Target may only be achieved once during a Measurement Period (such that once any Share subject to the Award has become an Eligible Share, no decrease in the Company Stock Price will cause such Share to cease to be an Eligible Share). First Grant Tranche Company Stock Price Target* Multiplier Less than $10.00 0% $10.00 25% $15.00 50% $20.00 100% $25.00 150% $30.00 200% $35.00 250% $40.00 300% Second Grant Tranche Company Stock Price Target* Multiplier Less than $10.00 0% $10.00 25% $15.00 50% $21.50 100% $25.00 150% $30.00 200% $35.00 250% $40.00 300% Third Grant Tranche Company Stock Price Target* Multiplier Less than $10.00 0% $10.00 25% $15.00 50% $23.50 100% $25.00 150% $30.00 200% $35.00 250% $40.00 300% * In order to prevent ...
