Retention Equity Award. On August 2, 2016, Novanta granted the Executive 30,000 restricted stock units pursuant to the 2010 Incentive Award Plan (the “Retention RSUs”). The terms and conditions of the Retention RSUs are set forth in a written award agreement between Novanta and the Executive, which provides that, subject to the Executive’s continued employment with the Company, (i) the Retention RSUs shall vest on August 2, 2021, and (ii) notwithstanding the foregoing Section 3(g)(i), the Retention RSUs shall become fully vested immediately prior to a Change in Control and contain other customary terms and conditions. Prior to the vesting, the Retention RSUs shall not be transferable and, except as otherwise provided in this Agreement, shall be subject to forfeiture upon the Executive’s termination of employment with the Company.
Retention Equity Award. As of the Effective Date, and each seceding Anniversary of the Effective date the Company shall annually grant to the Executive One Million Preferred I Share Class restricted shares of the Company preferred stock (the “Restricted Stock”) conditioned upon the Executive’s continuing employment, except as otherwise provided herein, and subject to such other terms and conditions set forth in the Plan and the award agreement memorializing the Restricted Stock. Each installment of the Restricted Preferred I Stock shall vest in one installment six months after the issue date of each annual grant.
Retention Equity Award. Subject to the approval of the Board, Executive will receive a retention RSU equity award (the “Retention Equity Award”) to be set forth on an RSU grant agreement issued pursuant to, and subject to the terms of, Parent’s Amended and Restated 2011 Stock Plan or any successor thereto (the “Grant Agreement”) attached hereto as Exhibit B. The value of the Retention Equity Award will be $15,000,000.00. Subject to the terms of the Grant Agreement, (i) fifty percent (50%) of the Retention Equity Award will vest on the first anniversary of the Effective Date, and (ii) the remaining fifty percent (50%) of the Retention Equity Award will vest on the second anniversary of the Effective Date. In addition, no portion of the Retention Equity Award will vest unless the Business Performance Requirements are met. No Retention Equity Award shall vest unless Executive remains employed as of each applicable vesting date (except as otherwise set forth in Section 6).
Retention Equity Award. Following the Effective Date, the Executive shall receive a one-time retention equity award with a target grant date fair value of $3,000,000 (the “Retention Award”) and delivered as follows: (i) $1,000,000 of the target grant date fair value of the Retention Award shall be delivered in the form of time-based restricted stock units (the “Time Based Retention Award”) and vesting in 50% increments on each of the four-year and five-year anniversary of the grant date, subject to the Executive’s continued employment through the applicable vesting date, and (ii) $2,000,000 of the target grant date fair value of the Retention Award shall be delivered as performance-based restricted stock units (“Performance-Based Retention Award”), with vesting based on the Company’s adjusted funds from operations over a four-year performance period, as calculated based on the terms in the underlying equity award agreement, and the opportunity to earn up to 200% payout of the Performance-Based Retention Award based on such performance and, to the extent the performance goals are achieved, and vesting in 50% increments on each of the four-year and five-year anniversary of the grant date, subject to the Executive’s continued employment through the applicable vesting date. The Retention Awards shall be subject to the terms and conditions of the Company’s standard form of equity award agreement, as modified to reflect the foregoing provisions.
Retention Equity Award. As of the Effective Date, Seacoast shall grant to the Executive, pursuant to the Plan, 17,841 restricted shares of Seacoast common stock (the “Restricted Stock”). The Restricted Stock shall vest in one installment on the second anniversary of the Effective Date, conditioned upon the Executive’s continuing employment, except as otherwise provided herein, and subject to such other terms and conditions set forth in the Plan and the award agreement memorializing the Restricted Stock.
Retention Equity Award. Prior to the Effective Date, Price and FCFC will enter into a Restricted Stock Agreement pursuant to which FCFC will award a total of One Hundred Thousand (100,000) restricted shares of FCFC to Price as a retention award, effective on the Effective Date, subject to vesting or forfeiture in accordance with the terms of the Restricted Stock Agreement.
Retention Equity Award. As soon as administratively feasible following the Closing, a recommendation will be made to the appropriate committee of the Company’s Board of Directors to approve the issuance to Employee of an equity award of time-based restricted stock units with a calculated value of $2,000,000 (the “RSUs”). The recommendation will be submitted for approval as soon as practicable following the Closing Date, and the grant will be effective on the date of approval (the “Grant Date”). The RSUs will be unvested upon grant and will vest fully upon the second anniversary of the Closing Date, if Employee satisfies each of the Conditions to Earning a Bonus described in Section 3 below. The RSUs vest over a 2-year period, with 25 vesting 1-year post-close date of the transaction and 75 vesting 2-years post-close date. The RSUs will be subject to all the terms and conditions of the Company’s Amended and Restated 2013 Stock Incentive Plan and the applicable restricted stock unit agreement, including but not limited to a clawback which applies if Employee engages in misuse of the Company’s confidential information or breaches a confidentiality or noncompetition obligation to the Company. The applicable RSU agreements will be given to Employee after the approval of the grants.
