Common use of Termination for Retirement Prior to End of Performance Period Clause in Contracts

Termination for Retirement Prior to End of Performance Period. In the event that the Grantee’s employment by the Company, or any Subsidiary or Affiliate of the Company, terminates by reason of Retirement prior to the last day of the Performance Period, the forfeiture restrictions on a pro rata portion of the Performance Units granted hereunder shall lapse on the PSU Vesting Date in an amount equal to the product of (i) the number of Performance Units that the Compensation Committee determines the Grantee would have earned under this Agreement had he or she remained employed through the last day of the Performance Period and that would have vested on the PSU Vesting Date based on the Company’s actual performance in respect of the Company’s Relative ROATCE and Relative TBV Accretion for the Performance Period and after applying the TSR Modifier and so long as the NPA Ratio is equal to or less than __% and (ii) the quotient, expressed as a percentage, resulting from dividing (A) the number of days that have lapsed as of the Grantee’s date of Retirement from the first day of the Performance Period and (B) the total number of days in the Performance Period, and the Grantee shall be entitled to receive a like number of shares of the Company’s Common Stock. Any shares of the Company’s Common Stock issued to the Grantee pursuant to the immediately preceding sentence shall be issued on the PSU Vesting Date or, if later, the Settlement Date.

Appears in 2 contracts

Samples: Performance Unit Award Agreement (Pinnacle Financial Partners Inc), 2022 Performance Unit Award Agreement (Pinnacle Financial Partners Inc)

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Termination for Retirement Prior to End of Performance Period. In the event that the Grantee’s employment by the Company, or any Subsidiary or Affiliate of the Company, terminates by reason of Retirement prior to the last day of the Performance Period, the forfeiture restrictions on a pro rata portion of the Performance Units granted hereunder shall lapse on the PSU Vesting Date in an amount equal to the product of (i) the number of Performance Units that the Compensation Committee determines the Grantee would have earned under this Agreement had he or she remained employed through the last day of the Performance Period and that would have vested on the PSU Vesting Date based on the Company’s actual performance in respect of the Company’s Relative ROATCE and Relative TBV Accretion for the Performance Period and after applying the TSR Modifier and so long as the NPA Ratio is equal to or less than __% __ and (ii) the quotient, expressed as a percentage, resulting from dividing (A) the number of days that have lapsed as of the Grantee’s date of Retirement from the first day of the Performance Period and (B) the total number of days in the Performance Period, and the Grantee shall be entitled to receive a like number of shares of the Company’s Common Stock. Any shares of the Company’s Common Stock issued to the Grantee pursuant to the immediately preceding sentence shall be issued on the PSU Vesting Date or, if later, the Settlement Date.

Appears in 1 contract

Samples: 2023 Performance Unit Award Agreement (Pinnacle Financial Partners Inc)

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Termination for Retirement Prior to End of Performance Period. In the event that the Grantee’s employment by the Company, or any Subsidiary or Affiliate of the Company, terminates by reason of Retirement prior to the last day of the Performance Period, the forfeiture restrictions on a pro rata portion of the Performance Units granted hereunder shall lapse on the PSU Vesting Date in an amount equal to the product of (i) the number of Performance Units that the Compensation Committee determines the Grantee would have earned under this Agreement had he or she remained employed through the last day of the Performance Period and that would have vested on the PSU Vesting Date based on the Company’s actual performance in respect of the Company’s Relative ROATCE and Relative TBV Accretion for the Performance Period and after applying the TSR Modifier and so long as the NPA Ratio is equal to or less than __% and (ii) the quotient, expressed as a percentage, resulting from dividing (A) the number of days that have lapsed as of the Grantee’s date of Retirement from the first day of the Performance Period and (B) the total number of days in the Performance Period, and the Grantee shall be entitled to receive a like number of shares of the Company’s Common Stock. Any shares of the Company’s Common Stock issued to the Grantee pursuant to the immediately preceding sentence shall be issued on the PSU Vesting Date or, if later, the Settlement Date.

Appears in 1 contract

Samples: Performance Unit Award Agreement (Pinnacle Financial Partners Inc)

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