Final Average Earnings. The Executive's Final Average Earnings for purposes of subsection 2(b) above shall equal the quotient of (i) the sum of (A) the Executive's Annual Base Salary (as defined below) for the 5 Years prior to the Executive's Date of Termination plus (B) the Executive's target cash bonus with respect to the calendar year ending in each such Year (notwithstanding when such bonus is paid or payable and specifically excluding any equity-based awards), divided by (ii) 5. "Annual Base Salary" shall mean the base rate of cash compensation payable by the Company to or for the benefit of the Executive for services rendered, including base pay the Executive could have received in cash in lieu of deferrals pursuant to any non-qualified deferred compensation plan or pursuant to any pre-tax contribution made on the Executive's behalf to any qualified plan maintained by the Company pursuant to a cash or deferred arrangement (as defined under Section 401(k) of the Internal Revenue Code of 1986, as amended (the "Code")), under any cafeteria plan (as defined under Section 125 of the Code) or under a qualified transportation fringe benefit (as defined under Section 132(f) of the Code).
Final Average Earnings. Unless otherwise specified in an Addendum to the Adoption Agreement, Final Average Earnings is defined as the monthly average of Earnings paid to a Participant by the Adopting Employer for the 60 (insert number not to exceed 60) consecutive months of Credited Service preceding the Participant's most recent Termination in which the Participant's Earnings were the highest, multiplied by 12. Note: GMEBS has prescribed forms for calculation of Final Average Earnings that must be used for this purpose. This definition of Final Average Earnings applies to: All Participants who are Regular Employees. Only the following Participants (must specify - specific positions are permissible; specific individuals may not be named): . [Repeat above subsection as necessary for each applicable definition and Participant class covered under the Plan.]
Final Average Earnings. For future service, average final compensation will be changed to the average of the last five years of compensation for those who retire after October 1, 2012.
Final Average Earnings. Executive's Final Average Earnings shall equal one-twelfth of Executive's "Final Average Earnings" as determined under the Qualified Plan without regard to the limitation on compensation described in Section 401(a)(17) of the Internal Revenue Code of 1986.
Final Average Earnings. Average base salary and bonus of five years preceding Executive’s termination of employment or, if sooner, reaching age 65. EXHIBIT [B/C] STOCK APPRECIATION RIGHTS AGREEMENT PURSUANT TO THE CITADEL BROADCASTING CORPORATION 2010 EQUITY INCENTIVE PLAN * * * * * Participant: Grant Date: Base Price: $ Number of Shares subject to this SAR: * * * * * THIS STOCK APPRECIATION RIGHTS AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Citadel Broadcasting Corporation, a Delaware corporation (the “Company”), and the Participant specified above, pursuant to the Citadel Broadcasting Corporation 2010 Equity Incentive Plan (the “Plan”), which is administered by the Committee; and
Final Average Earnings. Shall be the total of Contributory Earnings during the 130 bi-weekly pay periods in the last 260 bi-weekly pay periods, during which bi-weekly earnings were the highest, divided by five (5).
Final Average Earnings. Final Average Earnings for purposes of Schedules A, B and C shall be as defined in the Dial Companies Retirement Income Plan plus amounts that were not included in Final Average Earnings because such amounts were deferred and the average of the highest five calendar years of Management Incentive Plan (or its predecessor or successor Plan) awards (whether paid or deferred) made to him or her while in continuous service. Any deferrals included in Final Average Earnings by reason hereof shall only be used once in calculating such Final Average Earnings.
Final Average Earnings. Unless otherwise specified in an Addendum to the Adoption Agreement, Final Average Earnings is defined as the monthly average of Earnings paid to a Participant by the Adopting Employer for the (insert number not to exceed 60) consecutive months of Credited Service preceding the Participant's most recent Termination in which the Participant's Earnings were the highest, multiplied by 12. Note: GMEBS has prescribed forms for calculation of Final Average Earnings that must be used for this purpose. See General Addendum Sections 6 and 7 and subsections 16(f) and (g). This definition of Final Average Earnings applies to: All Participants who are Regular Employees. Only the following Participants (must specify - specific positions are permissible; specific individuals may not be named): . [Repeat above subsection as necessary for each applicable definition and Participant class covered under the Plan.]
Final Average Earnings. Final Average Earnings" means the lesser of (i) Actual Final Average Earnings, or (ii) if the Participant has completed at least sixty (60) months of service,
Final Average Earnings. Final average earnings will be changed effective July 1, 1999 to mean the average annual earnings of a plan member during the five years of continuous service ending on that member’s date of retirement.
