Sign-On Restricted Stock Units Sample Clauses

Sign-On Restricted Stock Units. In consideration of the Executive’s commencement of employment with the Company, on, or as promptly as practicable following, the Closing, but no later than 30 days immediately following the Closing, the Company shall grant to the Executive an award of restricted stock units (the “Sign-On RSUs”) having a grant date fair value equal to $2,500,000. The Sign-On RSUs will vest in respect of 25% of the total number of Sign-On RSUs on each of the first four anniversaries of the Closing, subject to the Executive’s continuous services to the Company through the applicable vesting date. The Sign-On RSUs shall otherwise be subject to the terms of the plan pursuant to which they are granted and an award agreement to be entered into between the Executive and the Company and Section 4.4.2(iii) or 4.4.3(iii) (as applicable) below.
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Sign-On Restricted Stock Units. In addition to the Executive’s participation in the RSU Plan as described in Section 4(a), Company shall award the Executive a special one-time grant of restricted stock units (the “Sign-on RSUs”) on the first date of the Executive’s employment hereunder with an aggregate value on the grant date thereof equal to the monetary dollar value of $7,500,000.00. Unless the Executive’s employment is terminated by the Company with Cause (as defined below), or due to the Executive’s resignation for any reason other than for Good Reason (as defined below) prior to an applicable vesting date, the Sign-on RSUs shall vest according to the following schedule: shares having an aggregate value of $1,500,000 (i.e., twenty-percent (20%) of the aggregate Sign-on RSUs) shall vest on each of June 30, 2017, September 30, 2017, December 31, 2017, March 31, 2018, and April 30, 2018, calculated on each such vesting date based upon the average closing price of the Company’s common stock over the last ten trading days prior to such date For the avoidance of doubt, if the Company terminates the Executive’s employment for any reason other than for Cause at any time on or before June 30, 2018, or if Executive resigns for Good Reason at any time before June 30, 2018, the Sign-on RSUs shall, to the extent not already vested, continue to vest according to the schedule described above. Moreover, the Sign-on RSUs shall vest in full on the date that is sixty (60) days following a Change of Control (defined below) of the Company provided that the Executive is employed by the Company at the time of such Change of Control. At the Company’s sole discretion, the Sign-on RSUs may be settled in cash or shares of the Company’s common stock, and so paid or granted to Executive (or, in the event of Executive’s death, to Executive’s estate). The Sign-on RSUs shall be evidenced by the Company’s standard form of restricted stock unit award agreement with such modifications as necessary to conform to the terms and conditions of this Agreement.
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Sign-On Restricted Stock Units. In addition to the Executive’s participation in the RSU Plan as described in Section 4(a), the Executive shall be eligible to receive a special one-time grant of restricted stock units (the “Sign-on RSUs”) on the first date of the Executive’s employment hereunder with an aggregate value on the grant date thereof equal to $3,500,000. Unless the Executive’s employment is terminated by the Company with Cause (defined below), or due to the Executive’s resignation for any reason prior to an applicable vesting date, the Sign-on RSUs shall vest according to the following schedule: shares having an aggregate value of $700,000 (i.e., twenty-percent (20%) of the aggregate Sign-on RSUs) shall vest on each of December 31, 2016, March 31, 2017, June 30, 2017, September 30, 2017, and December 31, 2017, calculated on each such vesting date based upon the average closing price of the Company’s common stock over the last ten trading days prior to such date. For the avoidance of doubt, if the Company terminates the Executive’s employment without Cause at any time on or before December 31, 2017, the Sign-on RSUs shall, to the extent not already vested, continue to vest according to the schedule described above. Moreover, the Sign-on RSUs shall vest in full on the date that is sixty (60) days following a Change of Control (defined below) of the Company provided that the Executive is employed by the Company at the time of such Change of Control. At the Company’s sole discretion, the Sign-on RSUs may be settled in cash or shares of the Company’s common stock. The Sign-on RSUs shall be evidenced the Company’s standard form of restricted stock unit award agreement with such modifications as necessary to conform to the terms and conditions of this Section 4(b).
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Sign-On Restricted Stock Units. On the Start Date, Executive will receive an award with a value on the date of grant of $800,000 of restricted stock units (otherwise known as deferred stock awards) (“RSUs”) under the terms and conditions of a Stock Award Agreement and the related Company Stock Incentive Plan. Such RSUs shall vest in twenty percent, thirty percent, and fifty percent increments on the day after the dates of each of the second, third, and fourth year anniversaries of the Start Date, respectively.
Sample 1
Sign-On Restricted Stock Units. Subject to the approval of the Company’s Board of Directors, its Compensation Committee or either’s authorized designee (within 30 days of your employment start date), you will be granted an award of Sign-On Restricted Stock Units (the “SORSUs”) having a grant value of US$1,200,000 (the “SORSU Grant Value”), with the number of shares subject to the SORSUs equal to the SORSU Grant Value divided by the average of the closing prices of the Company’s common stock (as reported on the New York Stock Exchange or such other exchange on which the Company lists its shares of common stock) for the 90-day period (calendar days) ending on the date that is two trading days prior to the grant date (rounding up to the nearest whole number). Note the SORSU Grant Value is not a reflection or prediction of the value that the SORSUs may ultimately convey to you. The SORSUs will be granted under and subject to the terms and conditions of the Company’s 2018 Equity Incentive Plan, as amended (the “Plan”), and a notice of restricted stock unit award and restricted stock unit agreement (collectively, the “SORSU Award Agreement”). As will be more fully described in the SORSU Award Agreement, the SORSUs shall vest as follows: all of the SORSUs shall vest if you remain in continuous service as an employee or consultant through the first Quarterly Installment Date that occurs on or after your vesting commencement date. “Quarterly Installment Date” shall mean each March 10, June 10, September 10 and December 10, as applicable. If your employment ends for any reason (other than a Qualified Termination) on or prior to the third anniversary of your employment start date you shall be required to repay 100% of the SORSU Grant Value within 30 days of such termination. In the event your employment ends on account of your Qualified Termination, you will not be required to repay the SORSU Grant Value.
Sample 1
Sign-On Restricted Stock Units. Subject to the approval of the Board, and to incent Xx. Xxxxxx to become employed by CMI, CMI shall grant Xx. Xxxxxx 20,000 shares of restricted CMI common stock units (the “Sign-On Shares”). Except as may be expressly provided in Sections 3.3, 3.5 and 3.6 hereof, the Sign-On Shares shall be subject to a four-year vesting schedule which provides that 50% of the Sign-On Shares vest on the second anniversary date of the date of grant and the remaining Sign-On Shares vest annually over the following two-year period. Except as expressly stated in this Agreement, the Sign-On Shares shall be subject to the applicable restricted stock plan and stock grant agreement pursuant to which the Sign-On Shares are granted.
Sample 1
Sign-On Restricted Stock Units. Effective as of the Employment Date, Executive shall be granted 50,000 restricted stock units under the Company’s 2004 Equity Incentive Plan (the “Sign-On RSU Award”), pursuant to a Restricted Stock Units Agreement in substantially the form attached hereto as Exhibit C. Assuming continued employment, such restricted stock units shall vest 100% on the third anniversary of the Employment Date.
Sample 1
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Related to Sign-On Restricted Stock Units

  • Company Restricted Stock Units At the Effective Time of the First Merger, each Company Restricted Stock Unit then outstanding shall be assumed by Parent (each, an “Assumed RSU”). Subject to, and in accordance with, the terms of the applicable Company Stock Plan and any applicable award or other agreement, each Assumed RSU shall be converted into the right to receive the number of shares of Parent Common Stock (or an amount in respect thereof for cash settled Company Restricted Stock Unit) equal to the number of shares of Company Common Stock subject to the Company Restricted Stock Unit multiplied by the Stock Award Exchange Ratio (rounded down to the nearest whole number of shares of Parent Common Stock). Each Company Restricted Stock Unit shall have the same terms and conditions as were in effect immediately prior to the Effective Time of the First Merger other than with respect to those Company Restricted Stock Units listed (i) in Section 5.9(c)(i) of the Company Disclosure Schedule that were subject to performance based vesting conditions prior to the date of this Agreement and that shall be deemed issued and vested in their entirety at the Effective Time of the First Merger and released from any forfeiture rights pertaining to such shares in favor of Company, Parent or Surviving Entity, and (ii) in Section 5.9(c)(ii) of the Company Disclosure Schedule, which shall be deemed issued in their entirety at the Effective Time of the First Merger, which shall be converted into the right to receive Parent Common Stock according to the same formula applied to the Assumed RSUs above, and which shall be subject to quarterly vesting over a two-year period following the Effective Date in accordance with the terms of the 2006 Plan. Except as set forth in this Section 5.9(c). Company shall not take or permit any action that would accelerate vesting of any Company Restricted Stock Unit, except to the extent required by the terms of any such Company Restricted Stock Unit as in effect on the date hereof. Copies of the relevant agreements governing such Company Restricted Stock Unit and the vesting thereof have been provided to Parent. Except as set forth in this Section 5.9(c), all outstanding rights that Company may hold immediately prior to the Effective Time of the First Merger to the forfeiture of shares of Company Common Stock subject to the Company Restricted Stock Unit shall be assigned to Parent in the First Merger and shall thereafter be held by Parent upon the same terms and conditions in effect immediately prior to the Effective Time of the First Merger, except that the shares forfeitable pursuant to such rights shall be appropriately adjusted to reflect the Stock Award Exchange Ratio.

  • Stock Options and Restricted Stock Units The Executive acknowledges that as of the Resignation Date, the Executive was vested in Stock Options and Restricted Stock Units (“RSUs”) as reflected in the report attached as Exhibit A hereto. Except as specifically set forth herein, the Executive’s rights with respect to Stock Options and RSUs issued to him/her are governed by the Stock Option and Restricted Stock Unit Agreements entered into between the Executive and the Company, and the applicable Company equity incentive plan(s) and Notice(s) of Grant.

  • Payment of Restricted Stock Units Payment of Restricted Stock Units that vest pursuant to this Section shall be made in Shares (or, if applicable, settlement in the same consideration paid to the stockholders of the Company pursuant to the Change in Control), as soon as practicable following the applicable vesting date. The Restricted Stock Units are intended to be exempt from application of Section 409A of the Code, and any ambiguities set forth herein shall be interpreted accordingly. However, to the extent that an exemption is not available and the Restricted Stock Units are “deferred compensation” subject to the requirements of Section 409A of the Code, the following provisions shall apply and shall supersede anything to the contrary set forth herein and in the Plan to the extent required for the settlement of the Restricted Stock Units to comply with the requirements of Section 409A of the Code. In a Change in Control or Corporate Transaction the Award must be assumed, continued or substituted by the Surviving Corporation or the Parent Corporation and any Shares scheduled to be issued upon an applicable scheduled Vest Date may not be earlier issued unless the Change in Control or Corporate Transaction is also a change in the ownership or effective control of the Company or a change in the ownership of a substantial portion of the assets of the Company as described in Code Section 409A(a)(2)(A)(iv) and an exemption is available and elected under Treasury Regulation 1.409A-3(j)(4)(ix)(B) or such earlier issuance of the Shares is otherwise permitted by Section 409A of the Code. The Company retains the right to provide for earlier issuance of Shares in settlement of the Restricted Stock Units to the extent permitted by Section 409A of the Code.

  • Settlement of Restricted Stock Units 6.1 Subject to Section 9 hereof, promptly following the vesting date, and in any event no later than March 15 of the calendar year following the calendar year in which such vesting occurs, the Company shall (a) issue and deliver to the Grantee the number of shares of Common Stock equal to the number of Vested Units; and (b) enter the Grantee’s name on the books of the Company as the shareholder of record with respect to the shares of Common Stock delivered to the Grantee.

  • Restricted Stock Units Subject to the terms and conditions provided in this Agreement and the Plan, the Company hereby grants to the Grantee restricted stock units (the “Restricted Stock Units”) as of the Grant Date. Each Restricted Stock Unit represents the right to receive a Share of Common Stock if the Restricted Stock Unit becomes vested and non-forfeitable in accordance with Section 2 or Section 3 of this Agreement. The Grantee shall have no rights as a stockholder of the Company, no dividend rights and no voting rights with respect to the Restricted Stock Units or the Shares underlying the Restricted Stock Units unless and until the Restricted Stock Units become vested and non-forfeitable and such Shares are delivered to the Grantee in accordance with Section 4 of this Agreement. The Grantee is required to pay no cash consideration for the grant of the Restricted Stock Units. The Grantee acknowledges and agrees that (i) the Restricted Stock Units and related rights are nontransferable as provided in Section 5 of this Agreement, (ii) the Restricted Stock Units are subject to forfeiture in the event the Grantee’s Continuous Status as an Employee or Consultant or Non-Employee Director terminates in certain circumstances, as specified in Section 6 of this Agreement, (iii) sales of Shares of Common Stock delivered in settlement of the Restricted Stock Units will be subject to the Company’s policies regulating trading by Employees and Consultants, including any applicable “blackout” or other designated periods in which sales of Shares are not permitted, (iv) Shares delivered in settlement will be subject to any recoupment or “clawback” policy of the Company, regardless of whether such recoupment or “clawback” policy is applied with prospective or retroactive effect, and (v) any entitlement to dividend equivalents will be in accordance with Section 7 of this Agreement. The extent to which the Grantee’s rights and interest in the Restricted Stock Units becomes vested and non-forfeitable shall be determined in accordance with the provisions of Sections 2 and 3 of this Agreement.

  • Grant of Restricted Stock Units The Corporation hereby awards to the Participant, as of the Award Date, Restricted Stock Units under the Plan. Each Restricted Stock Unit represents the right to receive one share of Common Stock on the date that unit vests in accordance with the express provisions of this Agreement. The number of shares of Common Stock subject to the awarded Restricted Stock Units, the applicable vesting schedule for those shares, the dates on which those vested shares shall become issuable to Participant and the remaining terms and conditions governing the award (the “Award”) shall be as set forth in this Agreement. AWARD SUMMARY

  • Terms of Restricted Stock Units The grant of RSUs provided in Section 1 hereof shall be subject to the following terms, conditions and restrictions:

  • Award of Restricted Stock Units The Company, effective as of the date of this Agreement, hereby grants to Participant an award of Restricted Stock Units, each Restricted Stock Unit representing the right to receive one share of Common Stock on such date as set forth herein, plus an additional amount pursuant to Section 2(b) hereof, subject to the terms and conditions set forth in this Agreement.

  • Vesting of Restricted Stock Units The restrictions and conditions of Section 1 of this Agreement shall lapse on the Vesting Date or Dates specified in the following schedule so long as the Grantee remains in a Business Relationship (as defined in Section 3 below) on such Dates. If a series of Vesting Dates is specified, then the restrictions and conditions in Section 1 shall lapse only with respect to the number of Restricted Stock Units specified as vested on such date. Incremental Number of Restricted Stock Units Vested Vesting Date _____________ (___%) ____________ _____________ (___%) ____________ _____________ (___%) ____________ The Administrator may at any time accelerate the vesting schedule specified in this Section 2.

  • Grant of Restricted Stock Unit Award The Company hereby grants to the Participant, as of the Grant Date specified above, the number of RSUs specified above. Except as otherwise provided by the Plan, the Participant agrees and understands that nothing contained in this Agreement provides, or is intended to provide, the Participant with any protection against potential future dilution of the Participant’s interest in the Company for any reason, and no adjustments shall be made for dividends in cash or other property, distributions or other rights in respect of the shares of Common Stock underlying the RSUs, except as otherwise specifically provided for in the Plan or this Agreement.

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