Special Equity Award. Employee received a special performance-based restricted stock award approved by the Compensation Committee at its July 11, 2016 meeting with a grant value of approximately $2 million, vesting 50% on the third anniversary date of the award and 50% on the fourth anniversary date of the award. The award is subject to the Aviation Services business group’s achievement of the performance measures for the three-year performance period beginning June 1, 2016 and ending May 31, 2019.
Special Equity Award. The Company shall grant to Employee seven thousand five hundred (7,500) restricted stock units under the Scientific Games Corporation 2003 Incentive Compensation Plan, as amended and restated (the “Plan”), pursuant to an equity award agreement (in the form to be provided to Employee) to be entered into by and between the Company and Employee (the “Equity Award Agreement”). The Equity Award Agreement shall provide that the equity award shall vest with respect to twenty percent (20%) of the shares of common stock subject to such award on each of the first five anniversaries of the date of grant, subject to any applicable provisions relating to accelerated vesting and forfeiture as described in this Agreement, the Equity Award Agreement or the Plan.
Special Equity Award. In connection with Executive’s commencement of services under this Agreement, Executive shall receive an equity-based long-term incentive award with a value equal to the difference between (a) the accounting value of the long-term incentive award granted to Executive on December 18, 2014 and (b) the target accounting value set forth in Paragraph 3(c) of this Agreement. The division of value of such award shall be 50% in stock options and 50% in performance-based restricted stock units, as determined by the Compensation Committee in its sole discretion. The actual benefits conveyed to Executive in respect of any such award may be less than, greater than or equal to the targeted award value, as such benefits will be dependent on a series of performance and other factors, such as the value of Disney’s common stock and satisfaction of any applicable vesting requirements and performance conditions.
Special Equity Award. Effective as of the Commencement Date, the Company shall grant the Executive 100,000 shares of restricted stock (the “Restricted Stock Award”) pursuant to the Company’s 1998 Restricted Stock Plan. Except as otherwise expressly provided herein, (A) the Restricted Stock Award shall vest and cease to be restricted only if the Executive is employed by the Company on the third anniversary of the Commencement Date and (B) the Executive will immediately forfeit the Restricted Stock Award if he ceases to be employed by the Company prior to the third anniversary of the Commencement Date. Effective as of the Commencement Date, the Company shall grant the Executive a stock option (the “Option”) to purchase an aggregate of 1,000,000 shares of the Company’s common stock, par value $0.01 (the “Shares”) pursuant to the Company’s 1995 Stock Option Plan. The Option shall have a term of ten years from the date of grant, subject to earlier expiration as provided herein. The per Share exercise price of the Shares underlying the Option shall be equal to the last reported sales price for a Share on the Commencement Date (or the immediately preceding trading day if the Commencement Date is not a trading day) as quoted by brokers and dealers trading in the Shares in the over-the-counter market. Except as otherwise expressly provided herein, the Option shall vest and become exercisable with respect to one-third of the Shares on each of the first three anniversaries of the Commencement Date (that is, 333,333 on the first anniversary, 333,333 on the second anniversary and 333,334 on the third anniversary) provided the Executive is employed by the Company on each such date. Except as otherwise provided in Sections 4 and 5 below, the Restricted Stock Award and Option shall be governed by the terms of the equity incentive plan(s) and/or agreements pursuant to which the Restricted Stock Award and Option are granted.
Special Equity Award. As of the date of this Agreement, the Executive shall be awarded 115,385 stock units under the Stock Incentive Plan. The agreement evidencing such award (the “Stock Unit Agreement”) shall be substantially in the form attached to this Agreement as Exhibit E.
Special Equity Award. In consideration of the covenants set forth in this Agreement, the Executive shall receive a one-time award of JetBlue restricted stock units with a grant date value of $2,000,000, vesting on the Expiration Date (the “One Time Grant”). The One Time Grant shall be made pursuant to an award agreement and subject to the terms and conditions of the Plan, as may be determined by the Committee in the exercise of its business judgment, which One Time Grant shall not be eligible for acceleration pursuant to the terms of the Severance Plan (as defined in Section 4(a)), but shall be treated in the manner set forth in Section 4(b) below on a termination by the Company without Cause or a resignation with Good Reason. EXECUTION VERSION
Special Equity Award. On or as soon as reasonably practicable following the Effective Date, the Company will grant Executive a special equity award with an aggregate value of $5,000,000 (the “Special Equity Award”), comprised 40% in the form of restricted stock units (“RSUs”) and 60% in the form of performance stock units (“PSUs”). The Special Equity Award will vest, subject to satisfaction of the applicable performance conditions in the case of the PSUs, on the fifth anniversary of the Effective Date, subject to Executive’s continued employment through the relevant vesting date; provided, that upon an earlier termination of the Executive’s employment by the Company without Cause (as defined below) or by the Executive with Good Reason (as defined below) and subject to Executive’s execution of the Release (as defined below), (i) the PSUs will vest pro-rata based on actual performance through the Date of Termination (as defined below) and (ii) the RSUs will vest in full as of the Date of Termination and be paid or delivered to the Executive within a reasonable period of time (and no later than the seventy-fifth (75th) day) following the Date of Termination. The performance vesting conditions for the PSUs will be based on the level of achievement of two metrics: the Company’s adjusted return on average tangible common equity over the performance period (commencing on July 1, 2023 and ending on June 30, 2028) and a TSR modifier, in each case ranked against the results of the KBW regional bank index. The Special Equity Award will be subject to the other terms and conditions set forth in the applicable award agreements, which are attached hereto as Exhibit A (in the case of the RSUs) and Exhibit B (in the case of the PSUs). Notwithstanding anything else in this Agreement, the vesting provisions set forth in this paragraph will apply to the Special Equity Award and for the avoidance of doubt, the Special Equity Award will not be eligible for any other accelerated vesting in the event of Executive’s retirement prior to the expiration of the Term.
Special Equity Award. As of the Effective Date, Executive shall be awarded $250,000 in restricted stock units of the Company (valued at the closing price of the Company’s common stock on the trading day immediately preceding the Effective date), with such terms and conditions as are set forth in a restricted stock unit award agreement in the form attached hereto as Exhibit A.
Special Equity Award. On the date of this Agreement, Parent is making a grant of (A) 41,000 stock performance rights (“SPRs”) to Executive pursuant to the Xxxxxx Products, Inc. Amended Stock Performance Plan (the “Stock Performance Plan”), (B) options for 40,000 shares of common stock (the “Options”) to Executive pursuant to the Xxxxxx Products, Inc. 2009 Equity Compensation Plan (as amended and restated effective May 13, 2014, the “Equity Compensation Plan”), (C) 57,934 market stock units (“MSUs”) to Executive pursuant to the Equity Compensation Plan, and (D) 29,083 restricted stock awards (“RSAs”) to Executive pursuant to the Equity Compensation Plan (the SPRs, Options, MSUs and RSAs being collectively referred to as the “Special Equity Award”), which Special Equity Award is subject to the following: (w) (i) 17,210 of the SPRs and 16,790 of the Options (“Tranche 1”) will have an exercise price equal to the closing price of Parent’s common stock on the date of grant (the “Grant Date FMV”), (ii) 13,667 of the SPRs and 13,333 of the Options (“Tranche 2”) will have an exercise price equal to the Grant Date FMV plus $4.00 and (iii) 10,123 of the SPRs and 9,877 of the Options (“Tranche 3”) will have an exercise price equal to the Grant Date FMV plus $8.00; the SPRs and Options shall have a term of seven years and, subject to Executive’s continued employment with the Company, one-third of each of Tranche 1, Tranche 2 and Tranche 3 of the SPRs and Options shall vest and become exercisable on the first, second and third anniversaries of the grant date;
