NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT NAVIGANT CONSULTING, INC. NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • July 27th, 2012 • Navigant Consulting Inc • Services-management consulting services • Delaware
Navigant Consulting, Inc., a Delaware corporation (the “Company”), hereby grants to [ ] (the “Holder”) as of [ ] (the “Grant Date”), pursuant to the terms and conditions of the Navigant Consulting, Inc. 2012 Long-Term Incentive Plan (the “Plan”), a restricted stock unit award (the “Award”) with respect to [ ] shares of the Company’s Common Stock, par value $0.001 per share (“Stock”), upon and subject to the restrictions, terms and conditions set forth in the Plan and this agreement (the “Agreement”).
FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENT NAVIGANT CONSULTING, INC. RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • July 27th, 2012 • Navigant Consulting Inc • Services-management consulting services • Delaware
Navigant Consulting, Inc., a Delaware corporation (the “Company”), hereby grants to [ ] (the “Holder”) as of [ ] (the “Grant Date”), pursuant to the terms and conditions of the Navigant Consulting, Inc. 2012 Long-Term Incentive Plan (the “Plan”), a restricted stock unit award (the “Award”) with respect to [ ] shares of the Company’s Common Stock, par value $0.001 per share (“Stock”), upon and subject to the restrictions, terms and conditions set forth in the Plan and this agreement (the “Agreement”).
June 28, 2012Letter Agreement • July 27th, 2012 • Navigant Consulting Inc • Services-management consulting services
This letter agreement memorializes the agreement between Navigant Consulting, Inc. (the “Company”) and you made on May 11, 2012 with respect to the restricted stock units (“RSUs”) to be granted to you in connection with your continuation of employment as Executive Chairman of the Company’s Board of Directors. This letter agreement supersedes in its entirety the letter agreement, dated February 22, 2012, between you and the Company.
SECOND AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • July 27th, 2012 • Navigant Consulting Inc • Services-management consulting services
This SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”), made effective as of May 11, 2012 (the “Effective Date”), by and between Navigant Consulting, Inc., a Delaware corporation (the “Company”), and William M. Goodyear (the “Executive”). The Company and the Executive are referred to jointly below as the “Parties.”
