Restricted Stock Award Agreement Sample Contracts

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WatchGuard, Inc. – Restricted Stock Award Agreement (Replacement Award) Watchguard, Inc. 2017 Long-Term Incentive Plan (October 19th, 2017)

This Restricted Stock Award Agreement (this Agreement) is entered into by and between WatchGuard, Inc., a Delaware corporation (the Company), and (the Participant), effective as of [ ], 2017 (the Date of Grant).

Restricted Stock Award Agreement (October 17th, 2017)

This Restricted Stock Award Agreement (the "Agreement") includes the Notice of Issuance attached hereto as Exhibit A (the "Notice of Issuance"), which is incorporated herein by reference and is made and entered into as of the Date of Grant shown in the Notice of Issuance by and between Brainstorm Cell Therapeutics Inc. (the "Company") and the Participant named in the Notice of Issuance. Capitalized terms not defined in this Agreement shall have the meaning ascribed to them in the Plan.

Gentherm – Restricted Stock Award Agreement (October 4th, 2017)

Gentherm Incorporated, a Michigan corporation (the "Corporation"), as permitted by the Gentherm Incorporated 2013 Equity Incentive Plan (the "Plan"), hereby grants to the individual listed below (the "Participant"), a restricted stock award as described herein, subject to the terms and conditions of the Plan and this Restricted Stock Award Agreement ("Agreement").

Restricted Stock Award Agreement (October 3rd, 2017)

This Restricted Stock Award Agreement ("Agreement") is entered into effective as of the Award Date set forth on the signature page to this Agreement ("Award Date") by and between Autobytel Inc., a Delaware corporation ("Company"), and the person set forth as Participant on the signature page hereto ("Participant").

Eog Resources, Inc. Restricted Stock Award Agreement (September 29th, 2017)

The Compensation Committee of the Board of EOG Resources, Inc. (the "Company") hereby grants to you, the above-named Grantee, effective as of the Date of Grant set forth above, a Restricted Stock Award (the "Award") in accordance with the terms set forth below.

RESTRICTED STOCK AWARD AGREEMENT UNDER NORTHEAST BANCORP Amended and Restated 2010 STOCK OPTION AND INCENTIVE PLAN (September 13th, 2017)

Pursuant to the Northeast Bancorp Amended and Restated 2010 Stock Option and Incentive Plan (the "Plan") as amended through the date hereof, Northeast Bancorp (the "Company") hereby grants a Restricted Stock Award (an "Award") to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of shares of Voting Common Stock of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan. The Company acknowledges the receipt from the Grantee of consideration with respect to the par value of the Stock in the form of cash, past or future services rendered to the Company by the Grantee or such other form of consideration as is acceptable to the Administrator.

RESTRICTED STOCK AWARD AGREEMENT UNDER NORTHEAST BANCORP Amended and Restated 2010 STOCK OPTION AND INCENTIVE PLAN (September 13th, 2017)

Pursuant to the Northeast Bancorp Amended and Restated 2010 Stock Option and Incentive Plan (the "Plan") as amended through the date hereof, Northeast Bancorp (the "Company") hereby grants a Restricted Stock Award (an "Award") to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of shares of Voting Common Stock of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan. The Company acknowledges the receipt from the Grantee of consideration with respect to the par value of the Stock in the form of cash, past or future services rendered to the Company by the Grantee or such other form of consideration as is acceptable to the Administrator.

Malibu Boats, Inc. Restricted Stock Award Agreement (September 8th, 2017)

THIS RESTRICTED STOCK AWARD AGREEMENT (this "Agreement") is made and entered into as of [*] (the "Grant Date"), by and between Malibu Boats, Inc., a Delaware corporation (the "Company"), and [*] (the "Participant"), in connection with a Restricted Stock Award (the "Award") under the Malibu Boats, Inc. Long-Term Incentive Plan (the "Plan").

PAYCHEX, INC. 2002 STOCK INCENTIVE PLAN (As Amended and Restated Effective October 14, 2015) PERFORMANCE-BASED RESTRICTED STOCK AWARD AGREEMENT (September 8th, 2017)
PQ Group Holdings Inc. – PQ GROUP HOLDINGS INC. 2017 Omnibus Incentive Plan Restricted Stock Award Agreement (September 1st, 2017)

This Restricted Stock Award Agreement (this Agreement) is made by and between PQ Group Holdings Inc., a Delaware corporation (the Company), and [] (the Participant), effective as of [] (the Date of Grant).

Zai Lab Ltd – Zai Lab Limited 2017 Equity Incentive Plan Restricted Stock Award Agreement (September 1st, 2017)

This award evidences the grant of Restricted Stock (the Award) by Zai Lab Limited (the Company), on [________] to [____________] (the Grantee) pursuant to and subject to the terms of the Zai Lab Limited 2017 Equity Incentive Plan (as from time to time in effect, the Plan).

SHOE CARNIVAL, INC. Restricted Stock Award Agreement Under the 2017 Equity Incentive Plan (Non-Employee Directors) (August 31st, 2017)

Shoe Carnival, Inc. (the "Company"), pursuant to its 2017 Equity Incentive Plan (the "Plan"), hereby grants an award of Restricted Stock to you, the Participant named below. The terms and conditions of this Restricted Stock Award are set forth in this Restricted Stock Award Agreement (the "Agreement"), consisting of this cover page and the Terms and Conditions on the following pages, and in the Plan document, a copy of which has been provided or otherwise made available to you and is incorporated herein by reference and made a part of this Agreement. Any capitalized term that is not defined in this Agreement shall have the meaning set forth in the Plan, as it currently exists or as it is amended in the future.

Meredith Corporation Restricted Stock Award Agreement for Non-Employee Directors* (August 29th, 2017)

This Agreement, effective as of the date set forth in the notice of the grant ("Notice of Grant"), is made between Meredith Corporation, an Iowa corporation (the "Company"), and the individual named in the Notice of Grant (the "Director"), covering one or more grants by the Company to the Director of shares of Restricted Stock (the "Award") under the Meredith Corporation 2014 Stock Incentive Plan (the "Plan"). This Agreement is subject to all applicable provisions of the Plan and the Plan's Prospectus. Any capitalized terms used herein that are otherwise undefined shall have the same meaning provided in the Plan.

Meredith Corporation Restricted Stock Award Agreement for Employees* (August 29th, 2017)

THIS AGREEMENT (the "Agreement"), effective as of the date set forth in the Notice, is between Meredith Corporation, an Iowa corporation (the "Company"), and the Grantee named in the Notice (the "Grantee"), and is subject to all applicable provisions of the Plan and the Plan's Prospectus. The parties hereto agree as follows:

PAR Technology Corporation – Restricted Stock Award Agreement (August 14th, 2017)

This Restricted Stock Award Agreement ("Agreement"), dated May 17, 2017 (the "Effective Date"), is between PAR Technology Corporation (the "Company") and Donald H. Foley ("Participant"). Capitalized terms used but not specifically defined herein shall have the meanings specified in the Plan (as herein defined).

PAR Technology Corporation – Amendment to Restricted Stock Award Agreement (August 14th, 2017)

Amendment dated May 31, 2017 (the "Amendment") between PAR Technology Corporation (the "Company") and Donald H. Foley ("Participant") to the Restricted Stock Award Agreement (the "Agreement") dated May 17, 2017 between the Company and the Participant. Capitalized terms used but not specifically defined herein shall have the meanings specified in the Agreement.

Westell Technologies, Inc. Restricted Stock Award Agreement (August 11th, 2017)

THIS RESTRICTED STOCK AWARD AGREEEMENT ("Award") is entered into and granted this 7th day of July, 2017 (the "Grant Date") by Westell Technologies, Inc., a Delaware corporation (the "Company") to Kirk R. Brannock ("Mr. Brannock", "you", or the "Participant") pursuant to the Company's 2015 Omnibus Incentive Compensation Plan (the "Plan"). The applicable terms of the Plan are incorporated herein by reference, including the definitions of terms contained therein.

HarborOne Bancorp, Inc. – Restricted Stock Award Agreement Under the Harborone Bancorp, Inc. (August 11th, 2017)

Pursuant to the HarborOne Bancorp, Inc. 2017 Stock Option and Incentive Plan as amended through the date hereof (the "Plan"), HarborOne Bancorp, Inc. (the "Company") hereby grants a Restricted Stock Award (an "Award") to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of shares of Common Stock, par value $0.01 per share (the "Stock") of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan. The Company acknowledges the receipt from the Grantee of consideration with respect to the par value of the Stock in the form of cash, past or future services rendered to the Company by the Grantee or such other form of consideration as is acceptable to the Administrator.

National Presto Industries – National Presto Industries, Inc. Restricted Stock Award Agreement (August 11th, 2017)

This RESTRICTED STOCK AWARD AGREEMENT (the "Agreement") is made thisday of___, by and between National Presto Industries, Inc., a Wisconsin corporation (the "Company") and _______________________, an individual resident of Wisconsin ("Participant").

Quality Care Properties, Inc. – Quality Care Properties, Inc. 2016 Performance Incentive Plan Performance-Based Restricted Stock Award Agreement (August 10th, 2017)

THIS PERFORMANCE-BASED RESTRICTED STOCK AWARD AGREEMENT (this "Agreement") is dated as of *, 2017 (the "Award Date") by and between Quality Care Properties, Inc., a Maryland corporation (the "Corporation"), and * (the "Participant").

Monmouth Real Estate Investment Corporation – Monmouth Real Estate Investment Corporation Amended and Restated 2007 Incentive Award Plan Restricted Stock Award Agreement Grant Notice (August 9th, 2017)

Monmouth Real Estate Investment Corporation (the "Company"), pursuant to its Amended and Restated 2007 Incentive Award Plan, as amended from time to time (the "Plan"), hereby grants to the participant set forth below ("Participant"), the number of shares of the Company's Common Stock (referred to herein as "Shares") set forth below. These Shares are subject to all of the terms and conditions as set forth herein and in the Restricted Stock Award Agreement attached hereto as Exhibit A (the "Restricted Stock Award Agreement") and the Plan, each of which is incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Restricted Stock Award Agreement.

K12 Inc. Restricted Stock Award Agreement (August 9th, 2017)

Pursuant to the Restricted Stock Award Grant Notice (the "Grant Notice") which is governed by this Restricted Stock Award Agreement (the "Agreement"), K12 Inc., a Delaware corporation (the "Company"), by the Compensation Committee of its Board of Directors (the "Administrator"), has granted to you (the "Participant") the number of shares of Restricted Stock under the Company's 2016 Incentive Award Plan, as may be amended from time to time (the "Plan"), indicated in the Grant Notice.

MANNATECH, INCORPORATED 2017 STOCK INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT This Restricted Stock Award Agreement (The "Agreement"), Is Entered Into on the Date of Grant, Subject to the Participant's Acceptance of the Terms of the Agreement Evidenced by the Participant's Signature on the Restricted Stock Award Certificate to Which This Agreement Is Attached (The "Certificate"), by and Between Mannatech, Incorporated, a Texas Corporation (The "Company"), and the Participant Named in the Certificate. Under the Mannatech, Incorporated 2017 Stock Incentive Plan (The "Plan"), the Administrat (August 8th, 2017)
Cornerstone Bancshares – Smartfinancial, Inc. Restricted Stock Award Agreement (August 8th, 2017)

THIS RESTRICTED STOCK AWARD AGREEMENT (this "Agreement"), dated as of [DATE] ("Award Date"), is made by and between SmartFinancial, Inc., a Tennessee corporation ("Company"), and [NAME] ("Grantee").

ATRION Corporation – Amended and Restated Atrion Corporation 2006 Equity Incentive Plan Restricted Stock Award Agreement (August 8th, 2017)

THIS RESTRICTED STOCK AWARD AGREEMENT (the "Agreement') is made and entered into as of [DATE] by and between Atrion Corporation, a Delaware corporation (the "Company"), and [NAME OF PARTICIPANT] (the "Participant") pursuant to the Amended and Restated Atrion Corporation 2006 Equity Incentive Plan, as it may be further amended and restated from time to time (the "Plan"). Capitalized terms used but not defined herein shall have the same meanings set forth in the Plan.

Farmers National Banc – Farmers National Banc Corp. Restricted Stock Award Agreement (August 8th, 2017)

Farmers National Banc Corp. (the "Company") hereby grants the undersigned Participant an Award pursuant to the Farmers National Banc Corp. 2017 Equity Incentive Plan (the "Plan") as evidenced by the Notice of Grant accompanying this Award Agreement, as further described in this Award Agreement (this "Award Agreement").

Farmers National Banc – Subject to the Terms and Conditions of the 2017 Equity Incentive Plan (The "Plan") and the Accompanying Restricted Stock Award Agreement, Performance- Based Equity Award Agreement, and Performance-Based Cash Award Agreement (The "Award Agreements"), You Have Been Granted Shares of Restricted Stock, Performance-Based Shares, and a Performance-Based Cash Award (Collectively the "Awards") as Follows: (August 8th, 2017)

This Notice of Grant and the accompanying Award Agreement describes your Award and the terms and conditions of your Award. To ensure you fully understand these terms and conditions, you should:

Executive Officer Restricted Stock Award Agreement (August 4th, 2017)

This award is subject to the "Performance-Based Award Pool for Executive Officers" provisions (the "Pool Provisions") adopted by the Section 162(m) Subcommittee of the Compensation Committee on June 21, 2017. If the number of shares of restricted stock available to be awarded to you under the Pool Provisions (as certified by the Compensation Committee or the Section 162(m) Subcommittee) is less than the number of restricted shares awarded hereby, then the excess number of shares (i.e. the number by which this award exceeds the number certified by the Compensation Committee or the Section 162(m) Subcommittee) will be forfeited at the time of such certification, and only the number certified by the Compensation Committee or the Section 162(m) Subcommittee will vest at the time the restrictions herein expire.

ATTACHMENT B THE PROGRESSIVE CORPORATION 2017 DIRECTORS EQUITY INCENTIVE PLAN Restricted Stock Award Agreement (August 2nd, 2017)

This Agreement ("Agreement") is made this May __, 2017, by and between <name of participant> ("Participant") and The Progressive Corporation (the "Company").

Monotype Imaging Holdings – Restricted Stock Award Agreement Under the Monotype Imaging Holdings Inc. Third Amended and Restated 2007 Stock Option and Incentive Plan (July 31st, 2017)

Pursuant to the Monotype Imaging Holdings Inc. Third Amended and Restated 2007 Stock Option and Incentive Plan (the Plan) as amended through the date hereof, Monotype Imaging Holdings Inc. (the Company) hereby grants a Restricted Stock Award (an Award) to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of shares of Common Stock, par value $0.001 per share (the Stock) of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan. The Company acknowledges the receipt from the Grantee of consideration equal to the par value of the Shares in the form of cash, past or future services rendered to the Company by the Grantee or such other form of consideration as is acceptable to the Company.

Monotype Imaging Holdings – Restricted Stock Award Agreement for Non-Employee Directors Under the Monotype Imaging Holdings Inc. Third Amended and Restated 2007 Stock Option and Incentive Plan (July 31st, 2017)

Pursuant to the Monotype Imaging Holdings Inc. Third Amended and Restated 2007 Stock Option and Incentive Plan (the Plan) as amended through the date hereof, Monotype Imaging Holdings Inc. (the Company) hereby grants a Restricted Stock Award (an Award) to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of shares of Common Stock, par value $0.001 per share (the Stock) of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan. The Company acknowledges the receipt from the Grantee of consideration equal to the par value of the Shares in the form of cash, past or future services rendered to the Company by the Grantee or such other form of consideration as is acceptable to the Company.

FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan Restricted Stock Award Agreement for Non-Employee Directors Pursuant to the FTI Consulting, Inc. Non-Employee Director Compensation Plan (July 27th, 2017)

This Restricted Stock Agreement for Non-Employee Directors (the "Agreement") evidences the Award of the Award Shares. This Agreement and the Award are made in consideration of your service as a member of the Board of Directors (the "Board") of the Company. The Award is subject in all respects to and incorporates by reference the terms and conditions of the Omnibus Plan and the Director Plan. You agree to accept as binding, conclusive, and final all decisions or interpretations of the Compensation Committee of the Board (the "Committee") concerning any questions arising under this Agreement, the Omnibus Plan or the Director Plan, as the case may be, with respect to the Award.

FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan Restricted Stock Award Agreement (July 27th, 2017)

This Restricted Stock Agreement (the "Agreement") evidenced the Award and the Award Shares. This Agreement and the Award of the Award Shares are made in consideration of your employment with the Company or your Employer (as hereafter defined) and are subject to any applicable terms of your written employment arrangements or successor agreement, as amended from time to time, to which you are subject ("Employment Agreement"), if applicable, between you (the "Executive") and the Company or an Affiliate of the Company (the "Employer"). The Award is subject in all respects to and incorporates by reference the terms and conditions of the Plan. You agree to accept as binding, conclusive, and final all decisions or interpretations of the Compensation Committee (the "Committee") of the Board of Directors of the Company concerning any questions arising under this Agreement or the Plan with respect to the Award and the Award Shares.

FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan Restricted Stock Award Agreement (July 27th, 2017)

This Restricted Stock Award Agreement (the "Agreement") evidences the Award of the Award Shares. This Agreement and the Award of the Award Shares are made in consideration of your Service with the Company or your Employer (as hereafter defined) and are subject to any applicable terms of your written employment or Service arrangements, as amended from time to time, to which you are subject ("Employment Agreement"), as applicable, between or among, you, the Company and/or an Affiliate of the Company (the "Employer"). The Award is subject in all respects to and incorporates by reference the terms and conditions of the Plan. You agree to accept as binding, conclusive, and final all decisions or interpretations of the Committee arising under this Agreement, or the Plan with respect to the Award.

Raytheon 2010 Stock Plan Restricted Stock Award Agreement (July 27th, 2017)

This Restricted Stock Award Agreement, dated as of (the "Award Date") is between Raytheon Company (the "Company"), and , an employee of the Company or one of its Affiliates ("you").