Common use of Performance Shares Clause in Contracts

Performance Shares. The number of Performance Shares that the Grantee actually earns for the Performance Period will be determined based on the level of achievement of the performance goals set forth in the table below (the “Performance Goals”). 100% of the PSAs will be earned if target performance levels are achieved (the “Target PSAs”). 100% of the PSUs will be earned if maximum performance levels are achieved. For purposes of this Agreement, the term “Performance Period” shall be the period commencing on December 1, 2024 and ending on November 30, 2027. All determinations of whether the Performance Goals have been achieved, the number of Performance Shares earned by the Grantee, and all other matters related to the Performance Shares shall be made by the Committee in its sole discretion. The Performance Shares are subject to forfeiture until they vest. Except as otherwise provided herein, the Performance Shares will vest and become non-forfeitable, if at all, on the date the Committee certifies the achievement of the Performance Goals (the “Vesting Date”) and, with respect to PSUs, the applicable number of shares of Class A Common Stock will be issued to the Grantee in settlement of any vested PSUs within thirty (30) days following the Vesting Date. Performance Shares that have not vested by the Vesting Date shall be forfeited. Promptly following completion of the Performance Period (and no later than one hundred and twenty (120) days following the end of the Performance Period), the Committee will review and certify in writing (a) whether, and to what extent, the Performance Goals for the Performance Period have been achieved, and (b) the number of Performance Shares that the Grantee shall earn, if any. 0% < 25th Percentile < 25th Percentile < 25th Percentile > 0.90 30% (threshold) 25th Percentile 25th Percentile 25th Percentile 0.75 100% (target) 65th Percentile 65th Percentile 65th Percentile 0.60 200% (maximum) 75th Percentile 75th Percentile 75th Percentile ≤ 0.45 _____________ *Relative Gross Profit Percentage, Relative Return on Tangible Capital, and Relative Total Shareholder Return are determined using ▇▇▇▇▇▇’s Peer Group consisting of Beazer Homes USA, Inc., ▇.▇. ▇▇▇▇▇▇, Inc., KB Home, Meritage Homes Corporation, NVR, Inc., PulteGroup, Inc., ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Home Corporation, Toll Brothers, Inc., and TRI Pointe Group, Inc. In the event a company within the Peer Group is acquired by a company outside the Peer Group, the company would be removed from the Peer Group. In the event a company files for bankruptcy during the performance period, the company’s gross profit percentage, return on tangible capital, and total shareholder return would be reduced to -100% (i.e., assumed as worst performer within the Peer Group on the respective metrics). Payouts for performance between threshold and target payout levels with respect to the PSAs and between target and maximum payout levels with respect to the PSUs will, in each case, be calculated by linear interpolation. The number of Performance Shares earned is determined independently for each component (e.g., maximum achievement for the relative gross profit percentage component, target achievement for the relative return on tangible capital component, target achievement for the relative total shareholder return component, and below-threshold achievement for the debt/EBITDA multiple component results in 100% payout of the PSAs). In the event the Grantee has a Termination of Service on account of death or Disability prior to the Vesting Date, the Grantee will vest immediately on such date in the Target PSAs. In the event the Grantee has a Termination of Service on account of Retirement prior to the Vesting Date, the Grantee will vest in the number of Performance Shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period based on actual performance. The actual payout will not occur until after the end of the Performance Period, at which time ▇▇▇▇▇▇’s performance during the Performance Period will be used to determine the number of Performance Shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period. The payout to the Grantee who has a Termination of Service on account of Retirement will be made at approximately the same time as payouts are made to other Grantees with similar awards who are still employed by ▇▇▇▇▇▇. If within twenty-four months after a Change in Control, an event set forth in Section 13 of the Plan occurs, the Grantee will vest immediately on such date in the Target PSAs. Subject to the terms and conditions set forth herein, (i) PSAs will be entitled to cash dividends and distributions paid or distributed in respect of outstanding shares of Class A Common Stock and (ii) PSUs will be entitled to be credited with dividend equivalent units in the form of additional PSUs, calculated at the fair market value of a share of Class A common stock on the dividend record date. Any cash dividends or other distributions on the PSAs and any dividend equivalents units credited with respect to the PSUs are subject to the same performance-based vesting criteria and paid, if at all, to the Grantee upon satisfaction of the performance-based vesting criteria applicable to the underlying Performance Shares with respect to which they were paid or distributed or credited, as applicable, (without regard to any time-based vesting criteria applicable thereto). In calculating the amount of cash dividends or other distributions to be paid or dividend equivalents units to be credited, the total Performance Shares earned by the Grantee at the end of the Performance Period will be used, and those Performance Shares will be considered for purposes of calculating the cash dividends or other distributions to be paid or distributed and the dividend equivalents units to be credited, as applicable, to be outstanding for the whole Performance Period.

Performance Shares. The number Corporation shall grant to Employee, as of February 23, 2000, Performance Shares that pursuant to the Grantee actually earns 1993 Stock Compensation Plan for the 1998-2000, 1999-2001 and 2000-2002 Award Periods (as defined in the 1993 Stock Compensation Plan) in amounts equal to 7,028, 16,152 and 34,620 Performance Shares, respectively. The 7,028 Performance Shares represent a proration of a full 24,610 Performance Share Grant for the 1998-2000 Award Period, prorated to reflect Employee’s employment by the Corporation for a portion (313 days) of such three-year Award Period. The 16,152 Performance Shares represent a proration of a full 26,110 Performance Share grant for the 1999-2001 Award Period, prorated to reflect Employee’s employment by the Corporation for a portion (678 days) of such three-year Award Period. The grant of 34,620 Performance Shares for the 2000-2002 Award Period will has not been prorated. If grants are made to other Participants for future Award Periods, Employee shall likewise be determined based on the level of achievement awarded a grant for each such future Award Period. Notwithstanding any provision of the performance goals set forth in 1993 Stock Compensation Plan to the table below (the “Performance Goals”). 100% of the PSAs will be earned if target performance levels are achieved (the “Target PSAs”). 100% of the PSUs will be earned if maximum performance levels are achieved. For purposes of this Agreementcontrary, the term “Performance Period” following provisions shall be the period commencing on December 1, 2024 and ending on November 30, 2027. All determinations of whether the Performance Goals have been achieved, the number of Performance Shares earned by the Grantee, and all other matters related apply to the Performance Shares shall be made by the Committee in its sole discretion. The Performance Shares are subject to forfeiture until they vest. Except as otherwise provided herein, the Performance Shares will vest and become non-forfeitable, if at all, on the date the Committee certifies the achievement of the Performance Goals Employee: (the “Vesting Date”i) and, with respect to PSUs, the applicable number of shares of Class A Common Stock will be issued to the Grantee in settlement of any vested PSUs within thirty (30) days following the Vesting Date. Performance Shares that have not vested by the Vesting Date shall be forfeited. Promptly following completion of the Performance Period (and no later than one hundred and twenty (120) days following the end of the Performance Period), the Committee will review and certify in writing (a) whether, and to what extent, the Performance Goals for the Performance Period have been achieved, and (b) the number of Performance Shares that the Grantee shall earn, if any. 0% < 25th Percentile < 25th Percentile < 25th Percentile > 0.90 30% (threshold) 25th Percentile 25th Percentile 25th Percentile 0.75 100% (target) 65th Percentile 65th Percentile 65th Percentile 0.60 200% (maximum) 75th Percentile 75th Percentile 75th Percentile ≤ 0.45 _____________ *Relative Gross Profit Percentage, Relative Return on Tangible Capital, and Relative Total Shareholder Return are determined using ▇▇▇▇▇▇’s Peer Group consisting of Beazer Homes USA, Inc., ▇.▇. ▇▇▇▇▇▇, Inc., KB Home, Meritage Homes Corporation, NVR, Inc., PulteGroup, Inc., ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Home Corporation, Toll Brothers, Inc., and TRI Pointe Group, Inc. In the event that (w) Employee is terminated without Cause pursuant to Paragraph 4(a) below, (x) Employee is terminated or resigns within six (6) months following a company within Change of Control (as defined in Paragraph 4(d) below), (y) the Peer Group Employment Term expires because of the failure of the Corporation to extend this Agreement or any successor agreement or (z) Employee is acquired terminated by a company outside the Peer Groupreason of serious illness or disability pursuant to Paragraph 7(a) below, the company would be removed from the Peer Group. In the event a company files for bankruptcy during the performance periodCorporation shall pay to Employee, the company’s gross profit percentage, return on tangible capital, and total shareholder return would be reduced to -100% (i.e., assumed as worst performer within the Peer Group on the respective metrics). Payouts for performance between threshold and target payout levels with respect to the PSAs and between target and maximum payout levels with respect to the PSUs will, in each case, be calculated by linear interpolation. The number of Performance Shares earned is determined independently for each component (e.g., maximum achievement for the relative gross profit percentage component, target achievement for the relative return on tangible capital component, target achievement for the relative total shareholder return component, and below-threshold achievement for the debt/EBITDA multiple component results in 100% payout of the PSAs). In the event the Grantee has a Termination of Service on account of death or Disability prior to the Vesting Date, the Grantee will vest immediately on such date in the Target PSAs. In the event the Grantee has a Termination of Service on account of Retirement prior to the Vesting Date, the Grantee will vest in the number of Performance Shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period based on actual performance. The actual payout will not occur until after the end of each such Award Period, Actual Awards with respect to Performance Shares previously awarded for each Award Period of the Performance Share Plan in which Employee has completed at least 18 months of service, in each case on a pro rata basis reflecting Employee’s completed months of service in the Award Period, at which time ▇▇▇▇▇▇’s performance during based on the Performance Period will be used to determine the number actual achievement of Performance Shares that the Grantee would have earned if the Grantee had remained employed Program Targets for the entire Performance Period. The payout to Award Period and using as the Grantee who has Valuation Date (as defined in the 1993 Stock Compensation Plan) (A) in the case of a Termination of Service on account of Retirement will be made at approximately the same time as payouts are made to other Grantees with similar awards who are still employed by ▇▇▇▇▇▇. If within twenty-four months after termination upon a Change in Control, an event set forth the date of such Change in Section 13 Control, and (B) in the case of a termination without Cause, the failure of the Plan occursCorporation to extend the Employment Term or a termination because of serious illness or disability, the Grantee will vest immediately on such date in last day of the Target PSAs. Subject to the terms and conditions set forth herein, (i) PSAs will be entitled to cash dividends and distributions paid or distributed in respect of outstanding shares of Class A Common Stock and Award Period. (ii) PSUs will be entitled In the event that Employee dies while employed under this Agreement or any successor agreement, the Corporation shall pay to be credited with dividend equivalent units in Employee’s designated beneficiary or, if none, Employee’s estate as soon as is practicable after the form date of additional PSUsEmployee’s death, calculated at the fair market value of a share of Class A common stock on the dividend record date. Any cash dividends or other distributions on the PSAs and any dividend equivalents units credited Actual Awards with respect to Performance Shares previously awarded for (x) the PSUs are subject to the same performance1999-based vesting criteria and paid2001 Award Period, if at allEmployee’s death occurs after February 22, to the Grantee upon satisfaction of the performance-based vesting criteria applicable to the underlying Performance Shares with respect to which they were paid or distributed or credited2001, as applicable, and (without regard to any time-based vesting criteria applicable thereto). In calculating the amount of cash dividends or y) each other distributions to be paid or dividend equivalents units to be credited, the total Performance Shares earned by the Grantee at the end Award Period of the Performance Period will be usedShare Plan in which Employee has completed at least 18 months of service, and those Performance Shares will be considered for purposes in each case on a pro rata basis reflecting Employee’s completed months of calculating service in the cash dividends or other distributions to be paid or distributed and Award Period, based on the dividend equivalents units to be credited, as applicable, to be outstanding Board’s determination of the likelihood of the Corporation’s achievement of Program Targets for the whole Performance PeriodAward Period and using the date of death as the Valuation Date (as defined in the 1993 Stock Compensation Plan).

Performance Shares. The number of Performance Shares that the Grantee actually earns for the Performance Period will be determined based on the level of achievement of the performance goals set forth in the table below (the “Performance Goals”). 100% of the PSAs will , with ________ Performance Shares to be earned if target performance levels are achieved (the “Target PSAs”). 100% of the PSUs will be earned if maximum performance levels are achieved. For purposes of this Agreement, the term “Performance Period” shall be the period commencing on December 1, 2024 2021 and ending on November 30, 20272024. All determinations of whether the Performance Goals have been achieved, the number of Performance Shares earned by the Grantee, and all other matters related to the Performance Shares shall be made by the Committee in its sole discretion. The Performance Shares are subject to forfeiture until they vest. Except as otherwise provided herein, the Performance Shares will vest and become non-forfeitable, if at all, on the date the Committee certifies the achievement of the Performance Goals (the “Vesting Date”) and, with respect to PSUs, the applicable number of shares of Class A Common Stock will be issued to the Grantee in settlement of any vested PSUs within thirty (30) days following the Vesting Date). Performance Shares that have not vested by the Vesting Date shall be forfeited. Promptly following completion of the Performance Period (and no later than one hundred and twenty ninety (12090) days following the end of the Performance Period), the Committee will review and certify in writing (a) whether, and to what extent, the Performance Goals for the Performance Period have been achieved, and (b) the number of Performance Shares that the Grantee shall earn, if any. 0% < 25th Percentile < 25th Percentile < 25th Percentile > 0.90 301.25 50% (threshold) 25th Percentile 25th Percentile 25th Percentile 0.75 1.00 100% (target) 65th 60th Percentile 65th 60th Percentile 65th 60th Percentile 0.60 0.75 200% (maximum) 75th Percentile 75th Percentile 75th Percentile ≤ 0.45 _____________ *.50 * Relative Gross Profit Percentage, Relative Return on Tangible Capital, and Relative Total Shareholder Return are determined using ▇▇▇▇▇▇Lennar’s Peer Group consisting of Beazer Homes USA, Inc., ▇.▇. ▇▇▇▇▇▇, Inc., KB Home, M.D.C. Holdings, Inc., Meritage Homes Corporation, NVR, Inc., PulteGroup, Inc., ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Home Corporation, Toll Brothers, Inc., and TRI Pointe Group, Inc. In the event a company within the Peer Group is acquired by a company outside the Peer Group, the company would be removed from the Peer Group. In the event a company files for bankruptcy during the performance period, the company’s gross profit percentage, return on tangible capital, and total shareholder return would be reduced to -100% (i.e., assumed as worst performer within the Peer Group on the respective metrics). Payouts for performance between threshold and target payout levels with respect to the PSAs and between target and maximum payout levels with respect to the PSUs will, in each case, will be calculated by linear interpolation. The number of Performance Shares earned is determined independently for each component (e.g., maximum achievement for the relative gross profit percentage component, target achievement for the relative return on tangible capital component, target achievement for the relative total shareholder return componentreturn, and below-threshold achievement for the debt/EBITDA multiple component results in 100% payout of the PSAspayout). In the event the Grantee has a Termination of Service on account of death or Disability prior to the Vesting Date, the Grantee will vest immediately on such date in the Target PSAstarget number of Performance Shares. In the event the Grantee has a Termination of Service on account of Retirement prior to the Vesting Date, the Grantee will vest in the number of Performance Shares shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period based on actual performancePeriod. The actual payout will not occur until after the end of the Performance Period, at which time ▇▇▇▇▇▇Lennar’s performance during the Performance Period will be used to determine the number of Performance Shares shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period. The payout to the Grantee who has a Termination of Service on account of Retirement will be made at approximately the same time as payouts are made to other Grantees with similar awards who are still employed by ▇▇▇▇▇▇Lennar. If within twenty-four months after a Change in Control, an event set forth in Section 13 of the Plan occurs, the Grantee will vest immediately on such date in the Target PSAs. Subject to the terms and conditions set forth herein, (i) PSAs will be entitled to cash dividends and distributions paid or distributed in respect target number of outstanding shares of Class A Common Stock and (ii) PSUs will be entitled to be credited with dividend equivalent units in the form of additional PSUs, calculated at the fair market value of a share of Class A common stock on the dividend record datePerformance Shares. Any cash dividends or other distributions on the PSAs and any dividend equivalents units credited with respect to the PSUs Performance Shares are subject to the same performance-based vesting criteria and paid, if at all, to the Grantee upon satisfaction of the performance-based vesting criteria applicable to the underlying Performance Shares with respect to which they were paid or distributed or credited, as applicable, (without regard to any time-based vesting criteria applicable thereto). In calculating the amount of cash dividends or other distributions to be paid or dividend equivalents units to be creditedpaid, the total Performance Shares earned by the Grantee at the end of the Performance Period will be used, and those Performance Shares will be considered for purposes of calculating the cash dividends or other distributions to be paid or distributed and the dividend equivalents units to be credited, as applicable, to be outstanding for the whole Performance Period.

Performance Shares. The number of Performance Shares that the Grantee actually earns for the Performance Period will be determined based on the level of achievement of the performance goals set forth in the table below (the “Performance Goals”). 100% of the PSAs will , with [Target Number] Performance Shares to be earned if target performance levels are achieved (the “Target PSAs”). 100% of the PSUs will be earned if maximum performance levels are achieved. For purposes of this Agreement, the term “Performance Period” shall be the period commencing on December 1, 2024 2018 and ending on November 30, 20272021. All determinations of whether the Performance Goals have been achieved, the number of Performance Shares earned by the Grantee, and all other matters related to the Performance Shares shall be made by the Committee in its sole discretion. The Performance Shares are subject to forfeiture until they vest. Except as otherwise provided herein, the Performance Shares will vest and become non-forfeitable, if at all, on the date the Committee certifies the achievement of the Performance Goals (the “Vesting Date”) and, with respect to PSUs, the applicable number of shares of Class A Common Stock will be issued to the Grantee in settlement of any vested PSUs within thirty (30) days following the Vesting Date). Performance Shares that have not vested by the Vesting Date shall be forfeited. Promptly following completion of the Performance Period (and no later than one hundred and twenty ninety (12090) days following the end of the Performance Period), the Committee will review and certify in writing (a) whether, and to what extent, the Performance Goals for the Performance Period have been achieved, and (b) the number of Performance Shares that the Grantee shall earn, if any. 0% < 25th Percentile < 25th Percentile < 25th Percentile > 0.90 304.20 50% (threshold) 25th Percentile 25th Percentile 25th Percentile 0.75 4.20 100% (target) 65th 50th Percentile 65th 50th Percentile 65th 50th Percentile 0.60 2.60 200% (maximum) 75th Percentile 75th Percentile 75th Percentile ≤ 0.45 _____________ *£ 2.30 * Relative Gross Profit Percentage, Relative Return on Tangible Capital, and Relative Total Shareholder Return are determined using ▇▇▇▇▇▇Lennar’s Peer Group consisting of Beazer Homes USA, Inc., ▇.▇. ▇▇▇▇▇▇, Inc., Hovnanian Enterprises, Inc., KB Home, M.D.C. Holdings, Inc., Meritage Homes Corporation, NVR, Inc., PulteGroup, Inc., ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Home Corporation, Toll Brothers, Inc., and TRI Pointe Group, Inc. In the event a company within the Peer Group is acquired by a company outside the Peer Group, the company would be removed from the Peer Group. In the event a company files for bankruptcy during the performance period, the company’s gross profit percentage, return on tangible capital, and total shareholder return would be reduced to -100% (i.e., assumed as worst performer within the Peer Group on the respective metrics). Payouts for performance between threshold and target payout levels with respect to the PSAs and between target and maximum payout levels with respect to the PSUs will, in each case, will be calculated by linear interpolation. The number of Performance Shares earned is determined independently for each component (e.g., maximum achievement for the relative gross profit percentage component, target achievement for the relative return on tangible capital component, target achievement for the relative total shareholder return componentreturn, and below-threshold achievement for the debt/EBITDA multiple component results in 100% payout of the PSAspayout). In the event the Grantee has a Termination of Service on account of death or Disability prior to the Vesting Date, the Grantee will vest immediately on such date in the Target PSAstarget number of Performance Shares. In the event the Grantee has a Termination of Service on account of Retirement prior to the Vesting Date, the Grantee will vest in the number of Performance Shares shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period based on actual performancePeriod. The actual payout will not occur until after the end of the Performance Period, at which time ▇▇▇▇▇▇Lennar’s performance during the Performance Period will be used to determine the number of Performance Shares shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period. The payout to the Grantee who has a Termination of Service on account of Retirement will be made at approximately the same time as payouts are made to other Grantees with similar awards who are still employed by ▇▇▇▇▇▇Lennar. If within twenty-four months after a Change in Control, an event set forth in Section 13 of the Plan occurs, the Grantee will vest immediately on such date in the Target PSAs. Subject to the terms and conditions set forth herein, (i) PSAs will be entitled to cash dividends and distributions paid or distributed in respect target number of outstanding shares of Class A Common Stock and (ii) PSUs will be entitled to be credited with dividend equivalent units in the form of additional PSUs, calculated at the fair market value of a share of Class A common stock on the dividend record date. Any cash dividends or other distributions on the PSAs and any dividend equivalents units credited with respect to the PSUs are subject to the same performance-based vesting criteria and paid, if at all, to the Grantee upon satisfaction of the performance-based vesting criteria applicable to the underlying Performance Shares with respect to which they were paid or distributed or credited, as applicable, (without regard to any time-based vesting criteria applicable thereto). In calculating the amount of cash dividends or other distributions to be paid or dividend equivalents units to be credited, the total Performance Shares earned by the Grantee at the end of the Performance Period will be used, and those Performance Shares will be considered for purposes of calculating the cash dividends or other distributions to be paid or distributed and the dividend equivalents units to be credited, as applicable, to be outstanding for the whole Performance PeriodShares.

Performance Shares. The number On the closing date of the Stock Purchase Agreement, Executive will receive a grant of 50,000 shares of Performance Shares that Stock pursuant to the Grantee actually earns for MIP (the Performance Period will be determined based on the level of achievement "First Grant"), subject to all of the performance goals set forth in the table below terms and conditions listed below. Further, Executive will receive grants of 50,000 shares of Performance Stock respectively on each of January 1, 2000 (the “Performance Goals”). 100% "Second Grant") and January 1, 2001 (the "Third Grant") pursuant to the MIP and subject to all of the PSAs will be earned if target performance levels are achieved (the “Target PSAs”)terms and conditions below. 100% - All of the PSUs will be earned if maximum performance levels are achieved. For purposes shares of this Agreement, the term “Performance Period” Stock shall be the period commencing on December 1, 2024 and ending on November 30, 2027. All determinations of whether the Performance Goals have been achieved, the number of Performance Shares earned by the Grantee, and all other matters related to the Performance Shares shall be made by the Committee in its sole discretion. The Performance Shares are subject to forfeiture until they vestand shall not be transferable except as provided pursuant to these terms and conditions, which such terms and conditions are intended to meet the applicable requirements for "Qualifying Performance Criteria" listed in Section 10.2 of the MIP, including subsection (n). Except as otherwise provided herein- Provided that at the time Executive remains employed by the Company, one-third (16,667) of the shares of each grant of the Performance Shares will vest Stock shall become vested and become non-forfeitable, if at all, transferable and cease to be subject to forfeiture on the date the Committee certifies the achievement of the Performance Goals (the “Vesting Date”) and, with respect to PSUs, the applicable number of shares of Class A Common Stock will be issued to the Grantee in settlement of any vested PSUs within thirty (30) days following the Vesting Date. Performance Shares that have not vested by the Vesting Date shall be forfeited. Promptly following completion of the Performance Period (and no later than one hundred and twenty (120) days following the end of the Performance Period), the Committee will review and certify in writing (a) whether, and to what extent, the Performance Goals for the Performance Period have been achieved, and (b) the number of Performance Shares that the Grantee shall earn, if any. 0% < 25th Percentile < 25th Percentile < 25th Percentile > 0.90 30% (threshold) 25th Percentile 25th Percentile 25th Percentile 0.75 100% (target) 65th Percentile 65th Percentile 65th Percentile 0.60 200% (maximum) 75th Percentile 75th Percentile 75th Percentile ≤ 0.45 _____________ *Relative Gross Profit Percentage, Relative Return on Tangible Capital, and Relative Total Shareholder Return are determined using ▇▇▇▇▇▇’s Peer Group consisting of Beazer Homes USA, Inc., ▇.▇. ▇▇▇▇▇▇, Inc., KB Home, Meritage Homes Corporation, NVR, Inc., PulteGroup, Inc., ▇▇▇▇▇▇ ▇▇▇ Corporation has originated $250 million aggregate principal amount of FFELP loans (including PLUS) during the period beginning May 20, 1999 (the "Effective Date"); an additional one-third (16,667) of the shares of each grant of Performance Stock shall become vested and transferable and cease to be subject to forfeiture on the date ▇▇▇▇▇▇ Home Corporation▇▇▇ Corporation has originated $500 million aggregate principal amount of FFELP loans (including PLUS loans), Toll Brotherson a cumulative basis, Inc., and TRI Pointe Group, Inc. In the event a company within the Peer Group is acquired by a company outside the Peer Group, the company would be removed from the Peer Group. In the event a company files for bankruptcy during the performance period, the company’s gross profit percentage, return on tangible capital, and total shareholder return would be reduced to -100% (i.e., assumed as worst performer within the Peer Group period beginning on the respective metrics). Payouts for performance between threshold Effective Date; and target payout levels with respect to an additional one-third (16,666) of the PSAs and between target and maximum payout levels with respect to the PSUs will, in shares of each case, be calculated by linear interpolation. The number grant of Performance Shares earned is determined independently for each component (e.g., maximum achievement for Stock shall become vested and transferable and cease to be subject to forfeiture on the relative gross profit percentage component, target achievement for the relative return on tangible capital component, target achievement for the relative total shareholder return component, and below-threshold achievement for the debt/EBITDA multiple component results in 100% payout of the PSAs). In the event the Grantee has a Termination of Service on account of death or Disability prior to the Vesting Date, the Grantee will vest immediately on such date in the Target PSAs. In the event the Grantee has a Termination of Service on account of Retirement prior to the Vesting Date, the Grantee will vest in the number of Performance Shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period based on actual performance. The actual payout will not occur until after the end of the Performance Period, at which time ▇▇▇▇▇▇ ▇’s performance ▇▇ Corporation originates on a cumulative basis $750 million aggregate principal amount of FFELP loans (including PLUS loans) during the period beginning on the Effective Date. If on the date of the Second Grant or Third Grant, any of the origination targets referred to above have already been achieved, the Performance Period will Stock granted on such date shall become immediately vested and transferable and no longer subject to forfeiture as of such date to the same extent the Performance Stock issued in the First Grant has vested. - Unless previously vested pursuant to the foregoing provisions, all of the Performance Stock then granted shall become vested and transferable and cease to be used subject to determine forfeiture upon a "Change of Control" as that term is defined in Section 12.2 of the MIP. In addition to the foregoing acceleration of vesting, Executive shall receive a payment in an amount equal to the number of Performance Shares that shares of the Grantee would have earned if Second Grant and Third Grant not yet granted times the Grantee had remained employed for closing price of SLM common stock immediately preceding the entire Performance PeriodChange of Control. The payout - Unless previously vested pursuant to the Grantee who has a Termination of Service on account of Retirement will be made at approximately the same time as payouts are made to other Grantees with similar awards who are still employed by ▇▇▇▇▇▇. If within twenty-four months after a Change in Controlforegoing provisions, an event set forth in Section 13 of the Plan occurs, the Grantee will vest immediately on such date in the Target PSAs. Subject to the terms and conditions set forth herein, (i) PSAs will be entitled to cash dividends and distributions paid or distributed in respect of outstanding shares of Class A Common Stock and (ii) PSUs will be entitled to be credited with dividend equivalent units in the form of additional PSUs, calculated at the fair market value of a share of Class A common stock on the dividend record date. Any cash dividends or other distributions on the PSAs and any dividend equivalents units credited with respect to the PSUs are subject to the same performance-based vesting criteria and paid, if at all, to the Grantee upon satisfaction of the performance-based vesting criteria applicable to the underlying Performance Shares with respect to which they were paid or distributed or credited, as applicable, (without regard to any time-based vesting criteria applicable thereto). In calculating the amount of cash dividends or other distributions to be paid or dividend equivalents units to be credited, the total Performance Shares earned by the Grantee at the end all of the Performance Period will be used, Stock then granted shall become vested and those Performance Shares will be considered for purposes of calculating the cash dividends or other distributions transferable and cease to be paid subject to forfeiture in the event of death, disability or distributed involuntary termination other than for gross misconduct as defined in Section 11.3. In addition to the foregoing acceleration of vesting, Executive shall receive a payment in an amount equal to the number of shares of the Second Grant and Third Grant not yet granted times the dividend equivalents units closing price of SLM common stock immediately preceding the event of death, disability, or involuntary termination. - Unless previously vested pursuant to the foregoing provisions, the Performance Stock shall be credited, forfeited immediately upon Executive's voluntary termination of this Agreement or upon Executive's employment being terminated for gross misconduct as applicable, to be outstanding for the whole Performance Perioddefined in Section 11.3.

Performance Shares. The number of Performance Shares that the Grantee actually earns for the Performance Period will be determined based on the level of achievement of the performance goals set forth in the table below (the “Performance Goals”). 100% of the PSAs will , with Performance Shares to be earned if target performance levels are achieved (the “Target PSAs”). 100% of the PSUs will be earned if maximum performance levels are achieved. For purposes of this Agreement, the term “Performance Period” shall be the period commencing on December 1, 2024 2021 and ending on November 30, 20272024. All determinations of whether the Performance Goals have been achieved, the number of Performance Shares earned by the Grantee, and all other matters related to the Performance Shares shall be made by the Committee in its sole discretion. The Performance Shares are subject to forfeiture until they vest. Except as otherwise provided herein, the Performance Shares will vest and become non-forfeitable, if at all, on the date the Committee certifies the achievement of the Performance Goals (the “Vesting Date”) and, with respect to PSUs, the applicable number of shares of Class A Common Stock will be issued to the Grantee in settlement of any vested PSUs within thirty (30) days following the Vesting Date). Performance Shares that have not vested by the Vesting Date shall be forfeited. Promptly following completion of the Performance Period (and no later than one hundred and twenty ninety (12090) days following the end of the Performance Period), the Committee will review and certify in writing (a) whether, and to what extent, the Performance Goals for the Performance Period have been achieved, and (b) the number of Performance Shares that the Grantee shall earn, if any. Payout Relative Gross Profit Percentage* Relative Return on Tangible Capital* Relative Total Shareholder Return* Debt/EBITDA Multiple 0% < 25th Percentile < 25th Percentile < 25th Percentile > 0.90 301.25 50% (threshold) 25th Percentile 25th Percentile 25th Percentile 0.75 1.00 100% (target) 65th 50th Percentile 65th 50th Percentile 65th 50th Percentile 0.60 0.75 200% (maximum) 75th Percentile 75th Percentile 75th Percentile ≤ 0.45 _____________ *.50 * Relative Gross Profit Percentage, Relative Return on Tangible Capital, and Relative Total Shareholder Return are determined using ▇▇▇▇▇▇Lennar’s Peer Group consisting of Beazer Homes USA, Inc., ▇.▇. ▇▇▇▇▇▇, Inc., KB Home, M.D.C. Holdings, Inc., Meritage Homes Corporation, NVR, Inc., PulteGroup, Inc., ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Home Corporation, Toll Brothers, Inc., and TRI Pointe Group, Inc. In the event a company within the Peer Group is acquired by a company outside the Peer Group, the company would be removed from the Peer Group. In the event a company files for bankruptcy during the performance period, the company’s gross profit percentage, return on tangible capital, and total shareholder return would be reduced to -100% (i.e., assumed as worst performer within the Peer Group on the respective metrics). Payouts for performance between threshold and target payout levels with respect to the PSAs and between target and maximum payout levels with respect to the PSUs will, in each case, will be calculated by linear interpolation. The number of Performance Shares earned is determined independently for each component (e.g., maximum achievement for the relative gross profit percentage component, target achievement for the relative return on tangible capital component, target achievement for the relative total shareholder return componentreturn, and below-threshold achievement for the debt/EBITDA multiple component results in 100% payout of the PSAspayout). In the event the Grantee has a Termination of Service on account of death or Disability prior to the Vesting Date, the Grantee will vest immediately on such date in the Target PSAstarget number of Performance Shares. In the event the Grantee has a Termination of Service on account of Retirement prior to the Vesting Date, the Grantee will vest in the number of Performance Shares shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period based on actual performancePeriod. The actual payout will not occur until after the end of the Performance Period, at which time ▇▇▇▇▇▇Lennar’s performance during the Performance Period will be used to determine the number of Performance Shares shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period. The payout to the Grantee who has a Termination of Service on account of Retirement will be made at approximately the same time as payouts are made to other Grantees with similar awards who are still employed by ▇▇▇▇▇▇Lennar. If within twenty-four months after a Change in Control, an event set forth in Section 13 of the Plan occurs, the Grantee will vest immediately on such date in the Target PSAs. Subject to the terms and conditions set forth herein, (i) PSAs will be entitled to cash dividends and distributions paid or distributed in respect target number of outstanding shares of Class A Common Stock and (ii) PSUs will be entitled to be credited with dividend equivalent units in the form of additional PSUs, calculated at the fair market value of a share of Class A common stock on the dividend record datePerformance Shares. Any cash dividends or other distributions on the PSAs and any dividend equivalents units credited with respect to the PSUs Performance Shares are subject to the same performance-based vesting criteria and paid, if at all, to the Grantee upon satisfaction of the performance-based vesting criteria applicable to the underlying Performance Shares with respect to which they were paid or distributed or credited, as applicable, (without regard to any time-based vesting criteria applicable thereto). In calculating the amount of cash dividends or other distributions to be paid or dividend equivalents units to be creditedpaid, the total Performance Shares earned by the Grantee at the end of the Performance Period will be used, and those Performance Shares will be considered for purposes of calculating the cash dividends or other distributions to be paid or distributed and the dividend equivalents units to be credited, as applicable, to be outstanding for the whole Performance Period.

Performance Shares. The number of Performance Shares that the Grantee actually earns for the Performance Period will be determined based on the level of achievement of the performance goals set forth in the table below (the “Performance Goals”). 100% of the PSAs will , with Performance Shares to be earned if target performance levels are achieved (the “Target PSAs”). 100% of the PSUs will be earned if maximum performance levels are achieved. For purposes of this Agreement, the term “Performance Period” shall be the period commencing on December 1, 2024 2023 and ending on November 30, 20272026. All determinations of whether the Performance Goals have been achieved, the number of Performance Shares earned by the Grantee, and all other matters related to the Performance Shares shall be made by the Committee in its sole discretion. The Performance Shares are subject to forfeiture until they vest. Except as otherwise provided herein, the Performance Shares will vest and become non-forfeitable, if at all, on the date the Committee certifies the achievement of the Performance Goals (the “Vesting Date”) and, with respect to PSUs, the applicable number of shares of Class A Common Stock will be issued to the Grantee in settlement of any vested PSUs within thirty (30) days following the Vesting Date). Performance Shares that have not vested by the Vesting Date shall be forfeited. Promptly following completion of the Performance Period (and no later than one hundred and twenty (120) days following the end of the Performance Period), the Committee will review and certify in writing (a) whether, and to what extent, the Performance Goals for the Performance Period have been achieved, and (b) the number of Performance Shares that the Grantee shall earn, if any. 0% < 25th Percentile < 25th Percentile < 25th Percentile > 0.90 1.05 30% (threshold) 25th Percentile 25th Percentile 25th Percentile 0.75 0.85 100% (target) 65th Percentile 65th Percentile 65th Percentile 0.60 0.65 200% (maximum) 75th Percentile 75th Percentile 75th Percentile ≤ 0.45 _____________ *Relative Gross Profit Percentage, Relative Return on Tangible Capital, and Relative Total Shareholder Return are determined using ▇▇▇▇▇▇Lennar’s Peer Group consisting of Beazer Homes USA, Inc., ▇.▇. ▇▇▇▇▇▇, Inc., KB Home, M.D.C. Holdings, Inc., Meritage Homes Corporation, NVR, Inc., PulteGroup, Inc., ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Home Corporation, Toll Brothers, Inc., and TRI Pointe Group, Inc. In the event a company within the Peer Group is acquired by a company outside the Peer Group, the company would be removed from the Peer Group. In the event a company files for bankruptcy during the performance period, the company’s gross profit percentage, return on tangible capital, and total shareholder return would be reduced to -100% (i.e., assumed as worst performer within the Peer Group on the respective metrics). Payouts for performance between threshold and target payout levels with respect to the PSAs and between target and maximum payout levels with respect to the PSUs will, in each case, will be calculated by linear interpolation. The number of Performance Shares earned is determined independently for each component (e.g., maximum achievement for the relative gross profit percentage component, target achievement for the relative return on tangible capital component, target achievement for the relative total shareholder return componentreturn, and below-threshold achievement for the debt/EBITDA multiple component results in 100% payout of the PSAspayout). In the event the Grantee has a Termination of Service on account of death or Disability prior to the Vesting Date, the Grantee will vest immediately on such date in the Target PSAstarget number of Performance Shares. In the event the Grantee has a Termination of Service on account of Retirement prior to the Vesting Date, the Grantee will vest in the number of Performance Shares shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period based on actual performancePeriod. The actual payout will not occur until after the end of the Performance Period, at which time ▇▇▇▇▇▇Lennar’s performance during the Performance Period will be used to determine the number of Performance Shares shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period. The payout to the Grantee who has a Termination of Service on account of Retirement will be made at approximately the same time as payouts are made to other Grantees with similar awards who are still employed by ▇▇▇▇▇▇Lennar. If within twenty-four months after a Change in Control, an event set forth in Section 13 of the Plan occurs, the Grantee will vest immediately on such date in the Target PSAs. Subject to the terms and conditions set forth herein, (i) PSAs will be entitled to cash dividends and distributions paid or distributed in respect target number of outstanding shares of Class A Common Stock and (ii) PSUs will be entitled to be credited with dividend equivalent units in the form of additional PSUs, calculated at the fair market value of a share of Class A common stock on the dividend record datePerformance Shares. Any cash dividends or other distributions on the PSAs and any dividend equivalents units credited with respect to the PSUs Performance Shares are subject to the same performance-based vesting criteria and paid, if at all, to the Grantee upon satisfaction of the performance-based vesting criteria applicable to the underlying Performance Shares with respect to which they were paid or distributed or credited, as applicable, (without regard to any time-based vesting criteria applicable thereto). In calculating the amount of cash dividends or other distributions to be paid or dividend equivalents units to be creditedpaid, the total Performance Shares earned by the Grantee at the end of the Performance Period will be used, and those Performance Shares will be considered for purposes of calculating the cash dividends or other distributions to be paid or distributed and the dividend equivalents units to be credited, as applicable, to be outstanding for the whole Performance Period.

Performance Shares. The number of Performance Shares that the Grantee actually earns for the Performance Period will be determined based on the level of achievement of the performance goals set forth in the table below (the “Performance Goals”). 100% of the PSAs will , with [Target Number] Performance Shares to be earned if target performance levels are achieved (the “Target PSAs”). 100% of the PSUs will be earned if maximum performance levels are achieved. For purposes of this Agreement, the term “Performance Period” shall be the period commencing on December 1, 2024 2019 and ending on November 30, 20272022. All determinations of whether the Performance Goals have been achieved, the number of Performance Shares earned by the Grantee, and all other matters related to the Performance Shares shall be made by the Committee in its sole discretion. The Performance Shares are subject to forfeiture until they vest. Except as otherwise provided herein, the Performance Shares will vest and become non-forfeitable, if at all, on the date the Committee certifies the achievement of the Performance Goals (the “Vesting Date”) and, with respect to PSUs, the applicable number of shares of Class A Common Stock will be issued to the Grantee in settlement of any vested PSUs within thirty (30) days following the Vesting Date). Performance Shares that have not vested by the Vesting Date shall be forfeited. Promptly following completion of the Performance Period (and no later than one hundred and twenty ninety (12090) days following the end of the Performance Period), the Committee will review and certify in writing (a) whether, and to what extent, the Performance Goals for the Performance Period have been achieved, and (b) the number of Performance Shares that the Grantee shall earn, if any. 0% < 25th Percentile < 25th Percentile < 25th Percentile > 0.90 304.20 50% (threshold) 25th Percentile 25th Percentile 25th Percentile 0.75 4.20 100% (target) 65th 50th Percentile 65th 50th Percentile 65th 50th Percentile 0.60 2.60 200% (maximum) 75th Percentile 75th Percentile 75th Percentile ≤ 0.45 _____________ *£ 2.30 * Relative Gross Profit Percentage, Relative Return on Tangible Capital, and Relative Total Shareholder Return are determined using ▇▇▇▇▇▇Lennar’s Peer Group consisting of Beazer Homes USA, Inc., ▇.▇. ▇▇▇▇▇▇, Inc., Hovnanian Enterprises, Inc., KB Home, M.D.C. Holdings, Inc., Meritage Homes Corporation, NVR, Inc., PulteGroup, Inc., ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Home Corporation, Toll Brothers, Inc., and TRI Pointe Group, Inc. In the event a company within the Peer Group is acquired by a company outside the Peer Group, the company would be removed from the Peer Group. In the event a company files for bankruptcy during the performance period, the company’s gross profit percentage, return on tangible capital, and total shareholder return would be reduced to -100% (i.e., assumed as worst performer within the Peer Group on the respective metrics). Payouts for performance between threshold and target payout levels with respect to the PSAs and between target and maximum payout levels with respect to the PSUs will, in each case, will be calculated by linear interpolation. The number of Performance Shares earned is determined independently for each component (e.g., maximum achievement for the relative gross profit percentage component, target achievement for the relative return on tangible capital component, target achievement for the relative total shareholder return componentreturn, and below-threshold achievement for the debt/EBITDA multiple component results in 100% payout of the PSAspayout). In the event the Grantee has a Termination of Service on account of death or Disability prior to the Vesting Date, the Grantee will vest immediately on such date in the Target PSAstarget number of Performance Shares. In the event the Grantee has a Termination of Service on account of Retirement prior to the Vesting Date, the Grantee will vest in the number of Performance Shares shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period based on actual performancePeriod. The actual payout will not occur until after the end of the Performance Period, at which time ▇▇▇▇▇▇Lennar’s performance during the Performance Period will be used to determine the number of Performance Shares shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period. The payout to the Grantee who has a Termination of Service on account of Retirement will be made at approximately the same time as payouts are made to other Grantees with similar awards who are still employed by ▇▇▇▇▇▇Lennar. If within twenty-four months after a Change in Control, an event set forth in Section 13 of the Plan occurs, the Grantee will vest immediately on such date in the Target PSAs. Subject to the terms and conditions set forth herein, (i) PSAs will be entitled to cash dividends and distributions paid or distributed in respect target number of outstanding shares of Class A Common Stock and (ii) PSUs will be entitled to be credited with dividend equivalent units in the form of additional PSUs, calculated at the fair market value of a share of Class A common stock on the dividend record date. Any cash dividends or other distributions on the PSAs and any dividend equivalents units credited with respect to the PSUs are subject to the same performance-based vesting criteria and paid, if at all, to the Grantee upon satisfaction of the performance-based vesting criteria applicable to the underlying Performance Shares with respect to which they were paid or distributed or credited, as applicable, (without regard to any time-based vesting criteria applicable thereto). In calculating the amount of cash dividends or other distributions to be paid or dividend equivalents units to be credited, the total Performance Shares earned by the Grantee at the end of the Performance Period will be used, and those Performance Shares will be considered for purposes of calculating the cash dividends or other distributions to be paid or distributed and the dividend equivalents units to be credited, as applicable, to be outstanding for the whole Performance PeriodShares.

Performance Shares. The number of Performance Shares that the Grantee actually earns for the Performance Period will be determined based on the level of achievement of the performance goals set forth in the table below (the “Performance Goals”). 100% of the PSAs will , with [TARGET NUMBER] Performance Shares to be earned if target performance levels are achieved (the “Target PSAs”). 100% of the PSUs will be earned if maximum performance levels are achieved. For purposes of this Agreement, the term “Performance Period” shall be the period commencing on December 1, 2024 2017 and ending on November 30, 20272020. All determinations of whether the Performance Goals have been achieved, the number of Performance Shares earned by the Grantee, and all other matters related to the Performance Shares shall be made by the Committee in its sole discretion. The Performance Shares are subject to forfeiture until they vest. Except as otherwise provided herein, the Performance Shares will vest and become non-forfeitable, if at all, on the date the Committee certifies the achievement of the Performance Goals (the “Vesting Date”) and, with respect to PSUs, the applicable number of shares of Class A Common Stock will be issued to the Grantee in settlement of any vested PSUs within thirty (30) days following the Vesting Date). Performance Shares that have not vested by the Vesting Date shall be forfeited. Promptly following completion of the Performance Period (and no later than one hundred and twenty sixty (12060) days following the end of the Performance Period), the Committee will review and certify in writing (a) whether, and to what extent, the Performance Goals for the Performance Period have been achieved, and (b) the number of Performance Shares that the Grantee shall earn, if any. 0% < 25th Percentile < 25th Percentile < 25th Percentile > 0.90 3050% (threshold) 25th Percentile 25th Percentile 25th Percentile 0.75 100% (target) 65th 50th Percentile 65th 50th Percentile 65th Percentile 0.60 200% (maximum) 75th Percentile 75th Percentile 75th Percentile ≤ 0.45 _____________ *£ * Relative Gross Profit Percentage, Percentage and Relative Return on Tangible Capital, and Relative Total Shareholder Return Capital are determined using ▇▇▇▇▇▇Lennar’s Peer Group consisting of Beazer Homes USA, Inc., Meritage Homes Corporation, M.D.C. Holdings, Inc., Century Communities, Inc., NVR, Inc., ▇.▇. ▇▇▇▇▇▇, Inc., KB Home, Meritage Homes Corporation, NVR, Inc., PulteGroup, Inc., ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Home CorporationHovnanian Enterprises, Inc., Toll Brothers, Inc., Inc. and TRI Pointe Group, Inc. KB Home. In the event a company within the Peer Group is acquired by a company outside the Peer Group, the company would be removed from the Peer Group. In the event a company files for bankruptcy during the performance period, the company’s gross profit percentage, percentage and return on tangible capital, and total shareholder return capital would be reduced to -100% (i.e., assumed as worst performer within the Peer Group on the respective metrics). Payouts for performance between threshold and target payout levels with respect to the PSAs and between target and maximum payout levels with respect to the PSUs will, in each case, be calculated by linear interpolation. The number of Performance Shares earned is determined independently for each component (e.g., maximum achievement for the relative gross profit percentage component, target achievement for the relative return on tangible capital component, target achievement for the relative total shareholder return component, and below-threshold achievement for the debt/EBITDA multiple component results in 100% payout of the PSAspayout). In the event the Grantee has a Termination of Service on account of death or Disability prior to the Vesting Date, the Grantee will vest immediately on such date in the Target PSAstarget number of Performance Shares. In the event the Grantee has a Termination of Service on account of Retirement prior to the Vesting Date, the Grantee will vest in a pro rata portion of the number of Performance Shares shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period, calculated by multiplying such number of shares by a fraction, the numerator of which equals the number of days that the Grantee was employed during the Performance Period based on actual performanceand the denominator of which equals the total number of days in the Performance Period. The actual payout will not occur until after the end of the Performance Period, at which time ▇▇▇▇▇▇Lennar’s performance during the Performance Period will be used to determine the number of Performance Shares shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance PeriodPeriod prior to applying the pro rata factor. The payout to the Grantee who has a Termination of Service on account of Retirement will be made at approximately the same time as payouts are made to other Grantees with similar awards who are still employed by ▇▇▇▇▇▇Lennar. If within twenty-four months after a Change in Control, an event set forth in Section 13 of the Plan occurs, the Grantee will vest immediately on such date in the Target PSAs. Subject to the terms and conditions set forth herein, (i) PSAs will be entitled to cash dividends and distributions paid or distributed in respect target number of outstanding shares of Class A Common Stock and (ii) PSUs will be entitled to be credited with dividend equivalent units in the form of additional PSUs, calculated at the fair market value of a share of Class A common stock on the dividend record date. Any cash dividends or other distributions on the PSAs and any dividend equivalents units credited with respect to the PSUs are subject to the same performance-based vesting criteria and paid, if at all, to the Grantee upon satisfaction of the performance-based vesting criteria applicable to the underlying Performance Shares with respect to which they were paid or distributed or credited, as applicable, (without regard to any time-based vesting criteria applicable thereto). In calculating the amount of cash dividends or other distributions to be paid or dividend equivalents units to be credited, the total Performance Shares earned by the Grantee at the end of the Performance Period will be used, and those Performance Shares will be considered for purposes of calculating the cash dividends or other distributions to be paid or distributed and the dividend equivalents units to be credited, as applicable, to be outstanding for the whole Performance PeriodShares.

Performance Shares. The number of Performance Shares that the Grantee actually earns for the Performance Period will be determined based on the level of achievement of the performance goals set forth in the table below (the “Performance Goals”). 100% of the PSAs will , with Performance Shares to be earned if target performance levels are achieved (the “Target PSAs”). 100% of the PSUs will be earned if maximum performance levels are achieved. For purposes of this Agreement, the term “Performance Period” shall be the period commencing on December 1, 2024 2020 and ending on November 30, 20272023. All determinations of whether the Performance Goals have been achieved, the number of Performance Shares earned by the Grantee, and all other matters related to the Performance Shares shall be made by the Committee in its sole discretion. The Performance Shares are subject to forfeiture until they vest. Except as otherwise provided herein, the Performance Shares will vest and become non-forfeitable, if at all, on the date the Committee certifies the achievement of the Performance Goals (the “Vesting Date”) and, with respect to PSUs, the applicable number of shares of Class A Common Stock will be issued to the Grantee in settlement of any vested PSUs within thirty (30) days following the Vesting Date). Performance Shares that have not vested by the Vesting Date shall be forfeited. Promptly following completion of the Performance Period (and no later than one hundred and twenty ninety (12090) days following the end of the Performance Period), the Committee will review and certify in writing (a) whether, and to what extent, the Performance Goals for the Performance Period have been achieved, and (b) the number of Performance Shares that the Grantee shall earn, if any. 0% < 25th Percentile < 25th Percentile < 25th Percentile > 0.90 301.8 50% (threshold) 25th Percentile 25th Percentile 25th Percentile 0.75 1.8 100% (target) 65th 50th Percentile 65th 50th Percentile 65th 50th Percentile 0.60 1.25 200% (maximum) 75th Percentile 75th Percentile 75th Percentile ≤ 0.45 _____________ *£ 1.0 * Relative Gross Profit Percentage, Relative Return on Tangible Capital, and Relative Total Shareholder Return are determined using ▇▇▇▇▇▇Lennar’s Peer Group consisting of Beazer Homes USA, Inc., ▇.▇. ▇▇▇▇▇▇, Inc., KB Home, M.D.C. Holdings, Inc., Meritage Homes Corporation, NVR, Inc., PulteGroup, Inc., ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Home Corporation, Toll Brothers, Inc., and TRI Pointe Group, Inc. In the event a company within the Peer Group is acquired by a company outside the Peer Group, the company would be removed from the Peer Group. In the event a company files for bankruptcy during the performance period, the company’s gross profit percentage, return on tangible capital, and total shareholder return would be reduced to -100% (i.e., assumed as worst performer within the Peer Group on the respective metrics). Payouts for performance between threshold and target payout levels with respect to the PSAs and between target and maximum payout levels with respect to the PSUs will, in each case, will be calculated by linear interpolation. The number of Performance Shares earned is determined independently for each component (e.g., maximum achievement for the relative gross profit percentage component, target achievement for the relative return on tangible capital component, target achievement for the relative total shareholder return componentreturn, and below-threshold achievement for the debt/EBITDA multiple component results in 100% payout of the PSAspayout). In the event the Grantee has a Termination of Service on account of death or Disability prior to the Vesting Date, the Grantee will vest immediately on such date in the Target PSAstarget number of Performance Shares. In the event the Grantee has a Termination of Service on account of Retirement prior to the Vesting Date, the Grantee will vest in the number of Performance Shares shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period based on actual performancePeriod. The actual payout will not occur until after the end of the Performance Period, at which time ▇▇▇▇▇▇Lennar’s performance during the Performance Period will be used to determine the number of Performance Shares shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period. The payout to the Grantee who has a Termination of Service on account of Retirement will be made at approximately the same time as payouts are made to other Grantees with similar awards who are still employed by ▇▇▇▇▇▇Lennar. If within twenty-four months after a Change in Control, an event set forth in Section 13 of the Plan occurs, the Grantee will vest immediately on such date in the Target PSAs. Subject to the terms and conditions set forth herein, (i) PSAs will be entitled to cash dividends and distributions paid or distributed in respect target number of outstanding shares of Class A Common Stock and (ii) PSUs will be entitled to be credited with dividend equivalent units in the form of additional PSUs, calculated at the fair market value of a share of Class A common stock on the dividend record date. Any cash dividends or other distributions on the PSAs and any dividend equivalents units credited with respect to the PSUs are subject to the same performance-based vesting criteria and paid, if at all, to the Grantee upon satisfaction of the performance-based vesting criteria applicable to the underlying Performance Shares with respect to which they were paid or distributed or credited, as applicable, (without regard to any time-based vesting criteria applicable thereto). In calculating the amount of cash dividends or other distributions to be paid or dividend equivalents units to be credited, the total Performance Shares earned by the Grantee at the end of the Performance Period will be used, and those Performance Shares will be considered for purposes of calculating the cash dividends or other distributions to be paid or distributed and the dividend equivalents units to be credited, as applicable, to be outstanding for the whole Performance PeriodShares.

Performance Shares. The During the Employment Period, you will receive ------------------ performance shares (as defined in the Incentive Plan) of the Company's stock ("Performance Shares") pursuant to the Incentive Plan only in accordance with the following terms and conditions: (i) You will receive a grant (the "2003 Performance Share Grant") of Performance Shares in 2003 in respect of a performance period beginning on January 1, 2003 and concluding on December 31, 2005, and you will receive a grant (the "2004 Performance Share Grant") of Performance Shares in 2004 in respect of a performance period beginning on January 1, 2004 and concluding on December 31, 2006. You will receive no further grants of Performance Shares. For each of the 2003 Performance Share Grant and the 2004 Performance Share Grant, you will receive a number of Performance Shares that having a target value equal to (x) (i) $7,000,000 divided by (ii) the Grantee actually earns for the Performance Period will be determined based on the level value of achievement one share of the performance goals set forth in the table below (the “Performance Goals”). 100% of the PSAs will be earned if target performance levels are achieved (the “Target PSAs”). 100% of the PSUs will be earned if maximum performance levels are achieved. For purposes of this Agreement, the term “Performance Period” shall be the period commencing on December 1, 2024 and ending on November 30, 2027. All determinations of whether the Performance Goals have been achieved, the number of Performance Shares earned by the Grantee, and all other matters related to the Performance Shares shall be made by the Committee in its sole discretion. The Performance Shares are subject to forfeiture until they vest. Except as otherwise provided herein, the Performance Shares will vest and become non-forfeitable, if at all, Company's stock on the date of grant of such Performance Shares multiplied by (y) a number less than one (determined in the Committee certifies the achievement sole discretion of the Performance Goals (Compensation Committee consistent with the “Vesting Date”methodology used for other senior executives) and, with respect designed to PSUs, reflect the applicable number risk of shares of Class A Common Stock will be issued to the Grantee in settlement of any vested PSUs within thirty (30) days following the Vesting Dateforfeiture. Performance Shares that have not vested by the Vesting Date shall be forfeited. Promptly following completion of the Performance Period (and no later than one hundred and twenty (120) days following the end of the Performance Period), the Committee will review and certify in writing (a) whether, and to what extent, the Performance Goals for the Performance Period have been achieved, and (b) the number of Performance Shares that the Grantee shall earn, if any. 0% < 25th Percentile < 25th Percentile < 25th Percentile > 0.90 30% (threshold) 25th Percentile 25th Percentile 25th Percentile 0.75 100% (target) 65th Percentile 65th Percentile 65th Percentile 0.60 200% (maximum) 75th Percentile 75th Percentile 75th Percentile ≤ 0.45 _____________ *Relative Gross Profit Percentage, Relative Return on Tangible Capital, and Relative Total Shareholder Return are determined using ▇▇▇▇▇▇’s Peer Group consisting of Beazer Homes USA, Inc., ▇.▇. ▇▇▇▇▇▇, Inc., KB Home, Meritage Homes Corporation, NVR, Inc., PulteGroup, Inc., ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Home Corporation, Toll Brothers, Inc., and TRI Pointe Group, Inc. In the event a company within the Peer Group is acquired by a company outside the Peer Group, the company would be removed from the Peer Group. In the event a company files for bankruptcy during the For each performance period, the company’s gross profit percentage, return on tangible capital, and total shareholder return would be reduced to -100% (i.e., assumed as worst performer within the Peer Group on the respective metrics). Payouts for Compensation Committee will set target performance between threshold and target payout levels with respect to the PSAs and between target and maximum payout levels with respect to the PSUs will, in each case, be calculated by linear interpolation. The number of Performance Shares earned is determined independently for each component (e.g., maximum achievement for the relative gross profit percentage component, target achievement for the relative return on tangible capital component, target achievement for the relative total shareholder return component, and below-threshold achievement for the debt/EBITDA multiple component results in 100% payout of the PSAs). In the event the Grantee has a Termination of Service on account of death or Disability prior to the Vesting Datelevels, the Grantee degree of achievement of which will vest immediately on such date in the Target PSAs. In the event the Grantee has a Termination of Service on account of Retirement prior to the Vesting Date, the Grantee will vest in the number of Performance Shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period based on actual performance. The actual payout will not occur until after the end of the Performance Period, at which time ▇▇▇▇▇▇’s performance during the Performance Period will be used to determine the number of Performance Shares that distributed to you at the Grantee would have earned if end of such performance period (or, in the Grantee had remained employed for case of the entire 2003 Performance PeriodShare Grant, upon your termination of employment). The payout to performance criteria for this purpose shall include (a) total shareholder return over the Grantee who has a Termination of Service on account of Retirement will be made at approximately the same time as payouts are made to other Grantees with similar awards who are still employed by ▇▇▇▇▇▇. If within twenty-four months after a Change in Control, an event set forth in Section 13 period of the Plan occursperformance cycle versus peer group performance, and (b) cumulative earnings per share growth over the Grantee will vest immediately on such date in period of the Target PSAs. Subject to the terms and conditions set forth herein, (i) PSAs will be entitled to cash dividends and distributions paid or distributed in respect of outstanding shares of Class A Common Stock and performance cycle. (ii) PSUs You shall be fully vested in the 2003 Performance Share Grant if you remain continuously employed with the Company until December 31, 2005; provided, however, that you agree to defer distribution of any Performance Shares you earn pursuant to the 2003 Performance Share Grant until your termination of employment with the Company, and you acknowledge that during the period of deferral your right to such shares will be entitled in no respect superior to the rights of general creditors of the Company. You shall be credited with dividend equivalent units fully vested in the form of additional PSUs2004 Performance Share Grant if you remain continuously employed with the Company until December 31, calculated at the fair market value of a share of Class A common stock 2006. If, during any performance period, (A) your employment is terminated due to your death or Disability, then on the dividend record date. Any cash dividends or other distributions on termination date you shall be fully vested in the PSAs and any dividend equivalents units credited with respect right to receive a percentage of the Performance Shares to which you would have been entitled if you had continued your employment through the end of the performance period equal to the PSUs are subject to the same performance-based vesting criteria and paid, if at all, to the Grantee upon satisfaction percentage of the performance-based vesting criteria applicable performance period that you were employed by the Company, or (B) your employment is terminated for any reason other than due to the underlying your death or Disability, you shall have no right to any Performance Shares with respect to which they were paid or distributed or creditedsuch period, as applicablebut the Committee, (without regard to any time-based vesting criteria applicable thereto). In calculating the amount of cash dividends or other distributions to be paid or dividend equivalents units to be creditedin its sole discretion, the total Performance Shares earned by the Grantee at the end may award you a portion of the Performance Period Shares for such period if it deems such a partial award appropriate. (iii) Any shares of Company stock acquired pursuant to distribution of the Performance Shares subject to the 2004 Performance Share Grant shall be subject to the following restrictions on sale and transferability (except as limited below): With respect to the net amount of Performance Shares distributed to you pursuant to the 2004 Performance Share Grant, you will be usedimmediately permitted to sell 25% of such net amount of Performance Shares, and those you will be required to retain the remaining net amount of Performance Shares in accordance with the following: you will be considered permitted to sell half of such remaining net amount of Performance Shares only on or after December 31, 2007, and you will be permitted to sell the remaining half of such net amount of Performance Shares only on or after December 31, 2008. The foregoing restrictions on sale and transferability shall be limited by each of the following: (x) you shall be permitted at any time to transfer shares to any one or more of your spouse, children, or grandchildren, one or more trusts for the primary benefit of you or any or all of them, or limited partnerships or other entities wholly-owned by you or any one or more of the other individuals or entities referred to in this clause (x), provided that such transferred shares shall be deemed to be held by you for purposes of calculating the cash dividends restrictions on sale and transfer under this Section 4(f)(iii), (y) the restrictions on sale and transfer shall not apply to any involuntary transfer or other distributions a transfer by operation of law, such as upon the consummation of a merger or in connection with a bankruptcy proceeding, and (z) the restrictions on sale and transfer shall automatically terminate upon your death or your Disability. Additionally, upon a termination of your employment by the Company without Cause or by you for Good Reason, the Company shall determine in good faith whether to waive the foregoing restrictions on sale and transferability, it being agreed that the Company will, in making such determination, operate under a presumption that such restrictions shall generally be paid waived. For purposes of this Section 4(f)(iii), the net amount of Performance Shares distributed to you in any distribution of Performance Shares shall equal (A) the gross number of shares that you earn minus (B) any such shares which are not distributed to you in order to satisfy applicable tax withholding (or distributed and the dividend equivalents units which are sold by you to be credited, as applicable, to be outstanding reimburse yourself for the whole Performance Periodany advance of any such withholding).

Performance Shares. The number of Performance Shares that Duke Energy will grant to the Grantee actually earns for the Performance Period will be determined based on the level of achievement of the Employee a performance goals set forth in the table below share award (the a “Performance GoalsShare Award”)) with respect to 322,800 shares of Duke Energy common stock. 100% Each performance share represents the right to receive, conditioned upon vesting, one share of the PSAs will be earned if target performance levels are achieved (the “Target PSAs”). 100% of the PSUs will be earned if maximum performance levels are achieved. For purposes of this Agreement, the term “Performance Period” shall be the period commencing on December 1, 2024 and ending on November 30, 2027. All determinations of whether the Performance Goals have been achieved, the number of Performance Shares earned by the Grantee, and all other matters related to the Performance Shares shall be made by the Committee in its sole discretionDuke Energy common stock. The Performance Shares are subject to forfeiture until they vest. Except Share Award will not be vested at the Grant Date, but, except as otherwise provided herein, the Performance Shares Share Award will vest and become non-forfeitable, as follows with respect to the various performance periods if at all, the performance goals established by the Compensation Committee of the Board (the “Compensation Committee”) or other appropriate committee of the Board with respect to such period shall have been achieved: Period beginning on the date Grant Date and ending December 31, 2006 107,600 Calendar year ending December 31, 2007 107,600 Calendar year ending December 31, 2008 107,600 The Corporate Governance Committee and/or other appropriate committee of the Committee certifies Board shall establish performance goals for the achievement Employee in respect of the Performance Goals (Share Award for each respective performance period, and the “Vesting Date”) and, with respect to PSUs, the applicable number of shares of Class A Common Stock Performance Share Award will be issued not vest unless and to the Grantee extent such goals are achieved (provided that vesting can occur at less than (but not more than) the target levels set forth above for any specified performance period as determined by the Compensation Committee and vesting shall be interpolated for performance above the threshold vesting level and below the target level set forth above). Vesting will occur only once the Compensation Committee determines that the performance goals have been met (provided that the determination of whether the performance goals in settlement respect of any vested PSUs within thirty (30) days following the Vesting Date. Performance Shares that performance period have not vested by the Vesting Date been met shall be forfeited. Promptly following completion of the Performance Period (and no made not later than one hundred and twenty (120) days the first March 15 following the end of the Performance Periodperformance period), . To the Committee will review and certify in writing (a) whether, and to what extentextent the performance goals are not met, the Performance Goals for Share Award will be forfeited and will cease to be outstanding. With respect to each of the Performance Period have been achievedrespective performance periods, the performance goals shall be weighted as provided in the STI Plan (currently 80% on Duke Energy financial performance goals and (b) the number of Performance Shares 20% on individual performance goals), provided that the Grantee extent of goal attainment for any performance period shall earn, if anybe determined in the aggregate. 0% < 25th Percentile < 25th Percentile < 25th Percentile > 0.90 30% (threshold) 25th Percentile 25th Percentile 25th Percentile 0.75 100% (target) 65th Percentile 65th Percentile 65th Percentile 0.60 200% (maximum) 75th Percentile 75th Percentile 75th Percentile ≤ 0.45 _____________ *Relative Gross Profit Percentage, Relative Return on Tangible Capital, and Relative Total Shareholder Return are determined using ▇▇▇▇▇▇’s Peer Group consisting of Beazer Homes USA, Inc., ▇.▇The Duke Energy financial performance goals for any performance period shall be those established under the STI Plan. ▇▇▇▇▇▇, Inc., KB Home, Meritage Homes Corporation, NVR, Inc., PulteGroup, Inc., ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Home Corporation, Toll Brothers, Inc., and TRI Pointe Group, Inc. In the event a company within the Peer Group is acquired by a company outside the Peer Group, the company would Vested Performance Share Award units will be removed from the Peer Group. In the event a company files for bankruptcy during the performance period, the company’s gross profit percentage, return on tangible capital, and total shareholder return would be reduced to -100% (i.e., assumed as worst performer within the Peer Group on the respective metrics). Payouts for performance between threshold and target payout levels with respect paid to the PSAs and between target and maximum payout levels with respect to the PSUs will, in each case, be calculated by linear interpolation. The number of Performance Shares earned is determined independently for each component (e.g., maximum achievement for the relative gross profit percentage component, target achievement for the relative return on tangible capital component, target achievement for the relative total shareholder return component, and below-threshold achievement for the debt/EBITDA multiple component results in 100% payout of the PSAs). In the event the Grantee has a Termination of Service on account of death or Disability prior to the Vesting Date, the Grantee will vest immediately on such date in the Target PSAs. In the event the Grantee has a Termination of Service on account of Retirement prior to the Vesting Date, the Grantee will vest in the number of Performance Shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period based on actual performance. The actual payout will not occur until after the end of the Performance Period, at which time ▇▇▇▇▇▇’s performance during the Performance Period will be used to determine the number of Performance Shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period. The payout to the Grantee who has a Termination of Service on account of Retirement will be made at approximately the same time as payouts are made to other Grantees with similar awards who are still employed by ▇▇▇▇▇▇. If within twenty-four months after a Change in Control, an event set forth in Section 13 of the Plan occurs, the Grantee will vest immediately on such date in the Target PSAs. Subject to the terms and conditions set forth herein, (i) PSAs will be entitled to cash dividends and distributions paid or distributed in respect of outstanding shares of Class A Common Stock and (ii) PSUs will be entitled to be credited with dividend equivalent units Employee in the form of additional PSUs, calculated at the fair market value shares of a Duke Energy common stock (with each Performance Share Award unit corresponding to one share of Class A Duke Energy common stock stock) on or as soon as administratively feasible after the dividend record date. Any cash dividends or other distributions on third anniversary of the PSAs and any dividend equivalents units credited with respect to the PSUs are subject to the same performance-based vesting criteria and paidEffective Date or, if at allearlier, to as soon as administratively feasible after the Grantee upon satisfaction termination of the performance-based vesting criteria applicable to Employee’s employment with Duke Energy, but not later than the underlying Performance Shares with respect to which they were paid or distributed or credited, as applicable, (without regard to any time-based vesting criteria applicable thereto). In calculating the amount of cash dividends or other distributions to be paid or dividend equivalents units to be credited, the total Performance Shares earned by the Grantee at the end last business day of the Performance Period will be usedmonth following the month in which his employment with Duke Energy terminates and, and those Performance Shares will be considered for purposes in any event, no earlier or later than the applicable date or dates under Section 409A of calculating the cash dividends or other distributions Code in order to be paid or distributed and avoid the dividend equivalents units to be credited, as applicable, to be outstanding for the whole Performance Periodimposition of any taxation under such Code section.

Performance Shares. The number of Performance Shares that the Grantee actually earns for the Performance Period will be determined based on the level of achievement of the performance goals set forth in the table below (the “Performance Goals”). 100% of the PSAs will , with Performance Shares to be earned if target performance levels are achieved (the “Target PSAs”). 100% of the PSUs will be earned if maximum performance levels are achieved. For purposes of this Agreement, the term “Performance Period” shall be the period commencing on December 1, 2024 2022 and ending on November 30, 20272025. All determinations of whether the Performance Goals have been achieved, the number of Performance Shares earned by the Grantee, and all other matters related to the Performance Shares shall be made by the Committee in its sole discretion. The Performance Shares are subject to forfeiture until they vest. Except as otherwise provided herein, the Performance Shares will vest and become non-forfeitable, if at all, on the date the Committee certifies the achievement of the Performance Goals (the “Vesting Date”) and, with respect to PSUs, the applicable number of shares of Class A Common Stock will be issued to the Grantee in settlement of any vested PSUs within thirty (30) days following the Vesting Date). Performance Shares that have not vested by the Vesting Date shall be forfeited. Promptly following completion of the Performance Period (and no later than one hundred and twenty (120) days following the end of the Performance Period), the Committee will review and certify in writing (a) whether, and to what extent, the Performance Goals for the Performance Period have been achieved, and (b) the number of Performance Shares that the Grantee shall earn, if any. Payout Relative Gross Profit Percentage* Relative Return on Tangible Capital* Relative Total Shareholder Return* Debt/EBITDA Multiple 0% < 25th Percentile < 25th Percentile < 25th Percentile > 0.90 1.70 30% (threshold) 25th Percentile 25th Percentile 25th Percentile 0.75 1.40 100% (target) 65th Percentile 65th Percentile 65th Percentile 0.60 1.10 200% (maximum) 75th Percentile 75th Percentile 75th Percentile ≤ 0.45 _____________ *0.80 * Relative Gross Profit Percentage, Relative Return on Tangible Capital, and Relative Total Shareholder Return are determined using ▇▇▇▇▇▇Lennar’s Peer Group consisting of Beazer Homes USA, Inc., ▇.▇. ▇▇▇▇▇▇, Inc., KB Home, M.D.C. Holdings, Inc., Meritage Homes Corporation, NVR, Inc., PulteGroup, Inc., ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Home Corporation, Toll Brothers, Inc., and TRI Pointe Group, Inc. In the event a company within the Peer Group is acquired by a company outside the Peer Group, the company would be removed from the Peer Group. In the event a company files for bankruptcy during the performance period, the company’s gross profit percentage, return on tangible capital, and total shareholder return would be reduced to -100% (i.e., assumed as worst performer within the Peer Group on the respective metrics). Payouts for performance between threshold and target payout levels with respect to the PSAs and between target and maximum payout levels with respect to the PSUs will, in each case, will be calculated by linear interpolation. The number of Performance Shares earned is determined independently for each component (e.g., maximum achievement for the relative gross profit percentage component, target achievement for the relative return on tangible capital component, target achievement for the relative total shareholder return componentreturn, and below-threshold achievement for the debt/EBITDA multiple component results in 100% payout of the PSAspayout). In the event the Grantee has a Termination of Service on account of death or Disability prior to the Vesting Date, the Grantee will vest immediately on such date in the Target PSAstarget number of Performance Shares. In the event the Grantee has a Termination of Service on account of Retirement prior to the Vesting Date, the Grantee will vest in the number of Performance Shares shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period based on actual performancePeriod. The actual payout will not occur until after the end of the Performance Period, at which time ▇▇▇▇▇▇Lennar’s performance during the Performance Period will be used to determine the number of Performance Shares shares that the Grantee would have earned if the Grantee had remained employed for the entire Performance Period. The payout to the Grantee who has a Termination of Service on account of Retirement will be made at approximately the same time as payouts are made to other Grantees with similar awards who are still employed by ▇▇▇▇▇▇Lennar. If within twenty-four months after a Change in Control, an event set forth in Section 13 of the Plan occurs, the Grantee will vest immediately on such date in the Target PSAs. Subject to the terms and conditions set forth herein, (i) PSAs will be entitled to cash dividends and distributions paid or distributed in respect target number of outstanding shares of Class A Common Stock and (ii) PSUs will be entitled to be credited with dividend equivalent units in the form of additional PSUs, calculated at the fair market value of a share of Class A common stock on the dividend record datePerformance Shares. Any cash dividends or other distributions on the PSAs and any dividend equivalents units credited with respect to the PSUs Performance Shares are subject to the same performance-based vesting criteria and paid, if at all, to the Grantee upon satisfaction of the performance-based vesting criteria applicable to the underlying Performance Shares with respect to which they were paid or distributed or credited, as applicable, (without regard to any time-based vesting criteria applicable thereto). In calculating the amount of cash dividends or other distributions to be paid or dividend equivalents units to be creditedpaid, the total Performance Shares earned by the Grantee at the end of the Performance Period will be used, and those Performance Shares will be considered for purposes of calculating the cash dividends or other distributions to be paid or distributed and the dividend equivalents units to be credited, as applicable, to be outstanding for the whole Performance Period.