TRSUs Clause Samples

TRSUs. All TRSUs shall continue to vest under the vesting schedule in effect immediately prior to the Change in Control. If TCF is not the surviving entity, all unvested TRSUs shall be converted into TRSUs of the surviving entity’s common stock at the applicable exchange ratio on the date of the Change in Control. If TCF terminates Executive’s Employment Without Cause or if Executive terminates Employment due to Good Reason within two (2) years following the Change in Control, upon satisfaction of the Release requirements in Section 6(c)(i)(A) above, any remaining unvested TRSUs automatically shall one hundred percent (100%) vest and be converted into TCF’s Common Stock (or that of the surviving entity, as applicable), with settlement to occur within seven (7) days thereafter.

TRSUs. Each annual grant of TRSUs will provide for a grant of TRSUs with respect to a number shares of MFA common stock equal to $380,000 divided by the average of the daily closing price of MFA common stock during the first 20 trading days in the year in which the TRSUs are granted, rounded to the nearest whole share. The TRSUs will become fully vested on the third December 31 following the date of grant; provided that the Executive remains employed for the entire vesting period and subject to vesting as described in Sections 5(a), 5(b), 5(c) and 5(g) of the Agreement. Any unvested TRSUs shall be forfeited as of the date of Executive’s termination of employment, except as provided in Sections 5(a), 5(b), 5(c), 5(d), and 5(g) of the Agreement. Within 30 days following the date on which the TRSUs vest, the Executive will receive one share of common stock of MFA for each TRSU that vests. In the event that dividends are declared with respect to the common stock of MFA during the period in which the TRSUs are outstanding, the Executive shall receive a cash payment equal to the amount of dividends that the Executive would have received if the Executive had owned a number of shares of common stock of MFA equal to the number of outstanding TRSUs as of the date on which the dividend is declared. Such payment shall be made within 30 days after the date on which the dividend is paid on MFA stock.

TRSUs. The annual grant of TRSUs will provide for a grant of TRSUs with respect to a number shares of MFA common stock equal to a specified dollar value (the “TRSU Grant Date Value”) divided by the closing price of MFA common stock on the date of grant, rounded to the nearest whole share. The TRSU Grant Date Value shall be equal to $320,000, provided that, the Committee may increase or decrease such amount for any annual grant of TRSUs made in 2022 and future years, upon reasonable notice and consultation with the Executive. The TRSUs will become fully vested on the third December 31 following the date of grant, provided that the Executive remains employed for the entire vesting period and subject to vesting as set forth in the applicable Award Agreement, and as described in Sections 5(a), 5(b), 5(c) and 5(f) of the Agreement. Any unvested TRSUs shall be forfeited as of the date of Executive’s termination of employment, except as provided in the applicable Award Agreement, as described in Sections 5(a), 5(b), 5(c) and 5(f) of the Agreement. Upon the settlement date set forth in the applicable Award Agreement, the Executive will receive one share of common stock of MFA for each vested TRSU. In the event that dividends are declared with respect to the common stock of MFA during the period in which the TRSUs are outstanding, the Executive shall be credited with an amount, per TRSU, equal to the amount of dividends declared and paid in respect of one share of common stock of MFA. Such credited amount will be credited in the form of additional TRSUs (such TRSUs, “DER TRSUs”), based on the fair market value of a share of common stock of MFA on the payment date of the cash dividend (rounded to the nearest whole share). The DER TRSUs will include the right to receive additional DER TRSUs with respect to any additional dividends declared and will be subject to the same terms and conditions (including with respect to vesting and payment timing) applicable to the grant of the TRSUs with respect to which such DER TRSUs were credited, provided that the DER TRSUs shall be paid in cash (and not in shares), based on the fair market value of a share of common stock of MFA as of the date of vesting.

TRSUs. All TRSUs shall continue to vest under the vesting schedule in effect immediately prior to the Change in Control. If Chemical is not the surviving entity, all unvested TRSUs shall be converted into TRSUs of the surviving entity’s common stock at the applicable exchange ratio on the date of the Change in Control. If Chemical terminates Executive’s Employment Without Cause within two (2) years following the Change in Control, upon satisfaction of the Release requirements in Section 6(c)(i)(A), any remaining unvested TRSUs automatically shall one hundred percent (100%) vest and be converted into Chemical’s Common Stock (or that the surviving entity, as applicable), with settlement to occur within seven (7) days thereafter.

TRSUs. Each annual grant of TRSUs will provide for a grant of TRSUs with respect to 82,500 shares of MFA common stock. The TRSUs will become fully vested on the third December 31 following the date of grant; provided that the Executive remains employed for the entire vesting period and subject to vesting as described in Sections 5(f) and 5(h) of the Agreement. Any unvested TRSUs shall be forfeited as of the date of Executive’s termination of employment, except as provided in Sections 5(f) and 5(h) of the Agreement. Within 15 days following the date on which the TRSUs vest, the Executive will receive one share of common stock of MFA for each TRSU that vests. In the event that dividends are paid with respect to the common stock of MFA during the period in which the TRSUs are outstanding, the Executive shall receive a cash payment equal to the amount of dividends that the Executive would have received if the Executive had owned a number of shares of common stock of MFA equal to the number of outstanding TRSUs as of the date on which the dividend is declared. Such payment shall be made within 15 days after the date on which the dividend is paid on MFA stock.

TRSUs. All TRSUs shall continue to vest under the vesting schedule in effect immediately prior to the Change in Control. If Chemical is not the surviving entity, all unvested TRSUs shall be converted into TRSUs of the surviving entity’s common stock at the applicable exchange ratio on the date of the Change in Control. If Chemical terminates Executive’s Employment Without Cause or if Executive terminates Employment for Good Reason within two