New PRSU’s Clause Samples

New PRSU’s. During the Term of Employment, the Executive shall be awarded PRSUs under the terms of the Incentive Plan and the implementing award agreements in each of the following calendar years: 2019, 2020, 2021, 2022 and 2023, conditioned upon the Executive being employed by the Company on the applicable grant date therefore (“New PRSUs”). The number of PRSUs to be awarded to the Executive in 2019 shall be 470,035. The number of PRSUs to be awarded to the Executive in each of 2020, 2021, 2022 and 2023 shall be determined by dividing $12,000,000 by the closing price of the Company’s Series A common stock on the last business day prior to the grant date. In each case the number of PRSUs shall be adjusted in accordance with the terms of the Incentive Plan for occurrences such as stock splits, recapitalizations, etc., in order to maintain the expected economics of the PRSU grant provided herein. Each tranche of New PRSUs shall be granted by the Compensation Committee in the first ninety (90) days of the year of the award (i.e., 2019, 2020, 2021, 2022 and 2023) provided the Executive is employed by the Company on the date of grant. The New PRSUs granted to the Executive in each tranche shall be earned (if and to the extent) the Executive is employed by the Company as of the last day of the calendar year in which the PRSU was granted (or otherwise in accordance with paragraph 10) and meets the performance metrics established for that one-year performance period, as determined by the Compensation Committee, in accordance with the terms of the implementing award agreement (which shall be consistent with the terms of this Agreement). The one-year performance metrics for each tranche shall be determined by the Compensation Committee in consultation with the Executive prior to the grant date. The annual metrics will be 75 percent qualitative business criteria (e.g., quality of programming and succession planning) and 25 percent quantitative business criteria (e.g., as described in subparagraph 4(b) with respect to the Annual Bonus). The Compensation Committee shall determine the type of metrics (e.g., revenue, operating income and cash flow objectives), the relative weight to be given to each metric (e.g., 33% each), and the numerical performance targets for each metric.