Equity Incentive Clause Samples

Equity Incentive. During the Employment Term, Employee shall be eligible to participate in the PRTH Equity Incentive Plan, under the terms and conditions set forth in the PRTH Equity Incentive Plan. The Company and the Employee shall enter into a restricted stock unit (RSU) award agreement (the “Award Agreement”) pursuant to which the Employee receives the right to to earn up to Seven Hundred Fifty Thousand Dollars ($750,000) worth of Restricted Stock Units on each anniversary of his Hire Date with the Company (based on current market value of the Company’s shares on each anniversary of his Hire Date) for the first five (5) years of Participant’s employment with the Company as the Company’s CFO, with each annual issuance of Restricted Stock Units subject to a two (2) year vesting schedule as set forth in the Award Agreement (such shares, the “Restricted Stock Unit Award”). Employee and the Company will negotiate in good faith to resolve and execute any applicable PRTH Equity Incentive Plan documents, including any applicable Restricted Stock Unit Award Agreements, within ninety (90) days of the execution of this Agreement. Any Restricted Stock Unit Award Agreement will be in substantially the form as that attached as Exhibit D. Notwithstanding the foregoing or anything in this Agreement or the PRTH Equity Incentive Plan to the contrary, the unvested portion of any outstanding Restricted Stock Unit award granted to Employee under the PRTH Equity Incentive Plan shall immediately and automatically become one-hundred percent (100%) vested upon the closing of any go-private transaction that causes all of the equity to cease to be publicly traded on Nasdaq or any other public stock exchange or in the event of a Change of Control of the Company. For purposes of this definition, a “Change of Control” shall have such meaning as defined in the Company’s Credit and Guaranty Agreement with SunTrust Bank dated January 3, 2017, as amended from time to time (the “SunTrust Agreement”).

Equity Incentive. You will be eligible to receive additional discretionary annual equity incentive grants in amounts commensurate with your position (“Annual Equity Grants”). The Annual Equity Grants will be based upon meeting Company and individual performance metrics to be mutually agreed upon in writing annually. The Annual Equity Grants (i) will be subject to a 4-year vesting period, with 25% vesting at year one (1) and quarterly vesting thereafter for twelve (12) quarters, as well as any other terms and conditions contained in the grant agreements; and (ii) will expire and cease to be exercisable on the ten (10) year anniversary of the grant date. All shares received under the Annual Equity Grants shall immediately become fully vested and exercisable immediately prior to (and contingent upon) a Change In Control as defined in the 2017 Equity Incentive Plan. In addition, any unvested outstanding equity awards, including awards that would otherwise vest only upon satisfaction of performance criteria, shall accelerate and become vested and exercisable immediately prior to (and contingent upon) a Change In Control as defined in the operative Equity Incentive Plan.

Equity Incentive. Subject to the terms of the Company's Stock Incentive Plan and any applicable agreement, the Executive may exercise any outstanding stock options that are vested on the date of termination Without Cause and those that would have vested during the one year following the effective date of termination Without Cause as if the Executive had remained employed throughout that one-year period.

Equity Incentive. Subject to the terms of any applicable agreement, [a] the Executive may exercise any outstanding stock options that are vested when the Executive became Disabled and [b] those that would have been vested on the last day of the fiscal year during which the Executive becomes Disabled if the Executive had not become Disabled.

Equity Incentive. Subject to shareholder approval to increase the number of authorized option shares, which is contemplated at the annual shareholders meeting scheduled for October 8, 1998, the Company shall grant the Executive options to purchase 300,000 shares of common stock of the Company. With respect to such options: 4.7.1. The exercise price for such options shall be the Company's per share market price at the close of business on October 8, 1998. The options will be non-qualified options, subject to all terms and conditions of the Company's 1995 Stock Option Plan. Except as set forth otherwise in the Stock Option Plan and herein, the options granted hereunder shall vest ratably (in 5 equal installments) and annually as of the end of each of the next 5 fiscal years ended May 31, with the first year's vesting to occur on May 31, 1999. Subject to the Stock Option Plan and this Agreement, vested options may be exercised for ten years from the date of grant. In the event of the death of the Executive, vested options may be exercised for one year from the date of death. In all other events, vested options must be exercised within 90 days of termination. Subject to the obligation of the Executive under the Company's 1995 Stock Plan for Employees and Directors to hold shares resulting from the exercise of an option for at least 6 months from the date the option was acquired, the Company will cooperate in any same day exercise and sale (or if same is not available, a cashless exercise) associated with such options. 4.7.2. Upon termination of the Executive's employment, option vesting will cease; provided, however, that if any termination severance payment is due in connection therewith pursuant to Section 12.3, the Executive will receive an additional one year of vesting as of the date of termination. Payment of all amounts and benefits hereunder and additional vesting of stock shall be subject to compliance with the provisions of this Agreement and specifically the restrictive covenants set forth in Section 13 hereof.

Equity Incentive. The Executive's entitlement to Equity Incentive will be limited to those specifically described in the Company's Stock Incentive Plan and any applicable stock option and restricted stock agreements.

Equity Incentive. Subject to the terms of any applicable agreement, [A] the Executive's Beneficiary may exercise any outstanding stock options that are then vested when the Executive dies and [B] those that would have been vested on the last day of the fiscal year during which the Executive dies if the Executive had not died.

Equity Incentive. In addition to the Equity Salary, as stated in and in accordance with Exhibit C to this Agreement, which is incorporated by reference, the Executive is eligible to receive certain incentive equity (i.e. stock options, restricted stock, etc.) of the Company (“Equity Incentive”), subject to the terms and conditions of the 2016 The Glimpse Group Equity Incentive Plan (as it may be amended and restated) and any applicable agreements between the Company and the Executive. The grant of any Equity Incentive is subject to Company’s Compensation committee and Board of Directors’ approval and the Executive’s execution and performance of a Stock Option Grant Agreement.

Equity Incentive. Upon the effectiveness of the merger, new Entegris will award you 75,000 shares of restricted stock in new Entegris. The restrictions will lapse with respect to 37.5% of this award on December 31, 2005; an additional 5.21% on the last business day of each of the twelve fiscal quarters of new Entegris following the closing of the Merger. Prior to the time that restrictions lapse, the restricted stock will be non-transferable and will be subject to the risk of forfeiture if your employment with new Entegris terminates. This award will be subject to the terms of the new Entegris standard restricted stock award agreement.