Other Equity Compensation. Executive shall also be entitled to participate in any other equity incentive plans of the Company. All such other options or other equity awards will be made at the discretion of the Company’s Compensation Committee of the Board of Directors pursuant and subject to the terms and conditions of the applicable equity incentive plan, including any provisions for repurchase thereof. The option exercise price or value of any equity award granted to Executive will be established by the Company’s Board of Directors as of the date such interests are granted but shall not be less than the fair market value of the class of equity underlying such award. Except with respect to any restricted stock unit awards granted to Executive (the “RSUs”) (the terms of which shall be governed by the applicable award agreements), the vesting of all stock options and other equity compensation awards (both time-based vesting and performance-based vesting at target level) granted to Executive that are outstanding on the date of Executive’s termination or resignation shall accelerate in full in the event that the Executive’s employment is terminated without Cause (as defined herein) or Executive resigns for Good Reason (as defined herein) within the period beginning three months before, and ending twelve months following, a Change in Control (as defined in the Company’s 2007 Omnibus Incentive Plan (the “Plan”)) (each, a “Change in Control Termination”). In the event of Executive’s termination or resignation for any reason, all stock options granted to Executive that are outstanding on the date of such termination or resignation shall remain exercisable until the earlier of (i) the expiration date set forth in the applicable stock option agreement or (ii) the expiration of one (1) year measured from the date of Executive’s termination or resignation. The provisions of this Section 4B of this Agreement shall govern the acceleration of Executive’s stock options and other equity compensation awards (other than the RSUs) in the event of a Change in Control Termination and the period for which Executive’s stock options remain exercisable following Executive’s termination or resignation for any reason and shall supersede any provisions to the contrary in any other agreement.
Other Equity Compensation. During the Employment Term, in addition to the LTIP, the Executive shall be eligible to participate in such other equity incentive compensation plans and programs as the Company generally provides to its senior executives under such plans and programs. During the Employment Term, the Compensation Committee may, in its sole discretion, grant equity awards to the Executive, which would be subject to the terms of the award agreements evidencing such grants and the applicable plan or program, to the extent consistent with the terms of this Agreement.
Other Equity Compensation. The Executive shall be eligible to participate in the Company’s executive stock award plans and shall be eligible for additional equity awards in accordance with the terms of such plans at the discretion of the Compensation Committee or the Board, as administrator of such plans.
Other Equity Compensation. Executive shall also be entitled to participate in any other equity incentive plans of the Company. All such other options or other equity awards will be made at the discretion of the Company’s Compensation Committee of the Board of Directors pursuant and subject to the terms and conditions of the applicable equity incentive plan, including any provisions for repurchase thereof. The option exercise price or value of any equity award granted to Executive will be established by the Company’s Board of Directors as of the date such interests are granted but shall not be less than the fair market value of the class of equity underlying such award. The vesting of the Initial Option and all subsequent stock options and other equity compensation awards (both time-based vesting and performance-vesting at target level) granted to Executive shall accelerate in full in the event that the Executive’s employment is terminated without Cause (as defined herein) or Executive resigns for Good Reason (as defined herein) within the period beginning three months before, and ending twelve months following, a Change in Control as defined in the Plan.
Other Equity Compensation. Executive shall also be entitled to participate in any other equity incentive plans of the Company. All such other options or other equity awards will be made at the discretion of the Company’s Compensation Committee of the Board of Directors pursuant and subject to the terms and conditions of the applicable equity incentive plan, including any provisions for repurchase thereof. The option exercise price or value of any equity award granted to Executive will be established by the Company’s Board of Directors as of the date such interests are granted but shall not be less than the fair market value of the class of equity underlying such award.
Other Equity Compensation. In addition to the grants described in Section 3(c), Executive shall be eligible for annual equity awards during the Term, which shall have a target value equal to 200% of Base Salary and shall consist of restricted stock units of the Company and stock options to purchase shares of Common Stock with an exercise price equal to the fair market value of a share of Common Stock on the date of grant of such options. Such awards shall be subject to time-based and performance-based vesting as determined by the Compensation Committee (which performance measures may include, but are not limited to, total stockholder return). It is acknowledged and agreed that the awards will be granted beginning in 2017.
Other Equity Compensation. Executive shall also be entitled to participate in any other equity incentive plans of the Company. All such other options or other equity awards will be made at the discretion of the Company’s Compensation Committee of the Board of Directors pursuant and subject to the terms and conditions of the applicable equity incentive plan, including any provisions for repurchase thereof. The option exercise price or value of any equity award granted to Executive will be established by the Company’s Board of Directors as of the date such interests are granted but shall not be less than the fair market value of the class of equity underlying such award. The vesting of all stock options and other equity compensation awards (both time-based vesting and performance-vesting at target level) granted to Executive shall accelerate in full in the event that the Executive’s employment is terminated without Cause (as defined herein) or Executive resigns for Good Reason (as defined herein) within the period beginning three months before, and ending twelve months following, a Change in Control as defined in the Plan.
Other Equity Compensation. On July 1, 2005, the Company shall grant to the Executive options to purchase 300,000 shares of Company Common Stock, with an exercise price equal to the fair market value of the Company Common Stock on the date of grant, such options to become exercisable as follows: (i) 150,000 options will become exercisable on November 8, 2005; and (ii) 150,000 options will become exercisable on November 8, 2006 (such options, together with any options granted to the Executive after execution of this Agreement, collectively referred to as the “New Stock Options”). All options to purchase shares of Company Common Stock granted to the Executive prior to execution of this Agreement are herein sometimes referred to as the “Existing Stock Options.” The Existing Stock Options shall continue to vest during the Employment Period and shall be exercisable in accordance with the terms of each such Existing Stock Option grant.
Other Equity Compensation. (i) On the Effective Date, the Company will grant to the Executive options to purchase 3,000,000 shares of Company Common Stock (“Stock Options”), with an exercise price equal to the fair market value of the Company Common Stock on the date of grant, such options to become exercisable as follows: (A) one-third of the options will become exercisable on the first anniversary of the Effective Date; (B) one-third of the options will be come exercisable on the second anniversary of the Effective Date; and (C) one-third of the options will become exercisable on the third anniversary of the Effective Date. In addition, on the Effective Date, you will be granted 1,000,000 Restricted Stock Units (“Non-Performance RSU’s”). These Non-Performance RSU’s will vest one-third each year on the first, second and third anniversary dates of the Effective Date. In addition, on the Effective Date, you will be granted 500,000 Non-Performance RSUs which will vest on the first anniversary of the Effective Date. On the Effective Date, you will also be made a grant of 1,000,000 Performance Restricted Stock Units (“Performance RSU’s”). These Performance RSU’s are subject to vest under the following conditions: (A) one-third will vest if the Company’s Common Stock sustains an average closing price of $3.00 over a 60 calendar day period; (B) one-third will vest if the Company’s Common Stock sustains an average closing price of $4.50 over a 60 calendar day period; and (C) one-third will vest if the Company’s Common Stock sustains an average closing price of $6.00 over a 60 calendar day period. Any unvested portion of the initial Performance RSU grant after five (5) years will be forfeited. The Stock Options, Non-Performance RSUs and Performance RSUs will be granted substantially in the forms of the respective award agreements provided to the Executive prior to date of this Agreement.
Other Equity Compensation. On or as soon as practicable after the Effective Date, but in no event later than January 15, 2017, the Company shall grant Executive a one-time long term equity award, which shall have a value equal to $2,100,000 and consist of restricted stock or restricted stock units of the Company, stock options to purchase shares of common stock of the Company (using a Black-Scholes pricing model) and/or cash (in each case as determined by the Compensation Committee). Such grant may be paid in multiple installments. Such grant will vest one-third on the day before each of the first three anniversaries of the Effective Date, and will be subject to other customary terms and conditions as are consistent with the Company’s 2010 Stock Incentive Plan (as amended and restated effective as of February 2, 2012), as amended from time to time (the “2010 Plan”), with award agreements and with applicable law. Executive shall be eligible to receive additional awards under the 2010 Plan, as it may be amended or restated, or under any successor equity plan in the discretion of the Board (or its Compensation Committee).
