Definition of Potential Covered Employee


Potential Covered Employee means a Participant the Committee determines may be a Covered Employee at the end of the Company's fiscal year during which the value of an Award is to be paid pursuant to the terms of the Plan and recognized as income by the Participant for federal income tax purposes.

Examples of Potential Covered Employee in a sentence

Notwithstanding anything to the contrary in this Award Agreement, if you are a Potential Covered Employee, the Performance Shares that may become earned and vested under this Award shall not exceed the limitations set forth in Section 13.3 of the Plan.
In the event a Potential Covered Employee is determined at the end of the Performance Period not to be a Covered Employee, and to the extent it would not cause the Potential Covered Employee to become a Covered Employee, the Committee may exercise its discretion to increase the amount of such Potential Covered Employee's Award above the amount generated under the applicable formula for the Performance Period.
In the event a Potential Covered Employee is determined at the end of the Performance Period not to be a Covered Employee, and to the extent it would not cause the Potential Covered Employee to become a Covered Employee, the Committee may exercise its discretion to increase the Potential Covered Employee's Award Value above the amount determined under the applicable formula for the Performance Period.
Notwithstanding anything to the contrary in this Section 3.2(c) or any other provision of this Agreement, if you are a Potential Covered Employee, the Award Amount shall not exceed your Section 162(m) Maximum Performance Share Unit Award.
At any time, including during a Performance Period, the Committee may add or remove employees from participation in the Plan as it deems appropriate for the Performance Period; provided that no Potential Covered Employee shall become a Participant more than 90 days after the Performance Period Commences if the Performance Unit Award is intended to qualify as Performance-Based Compensation.