Performance Vesting Condition. Your target number of Restricted Stock Units shall be subject to the performance-based forfeiture and vesting provisions below:
Performance Vesting Condition. The Committee may cancel all or a portion of the Award (including a Vested Award) prior to the time it becomes an Earned Award if it determines, in its sole discretion, that Participant has had significant responsibility for a material adverse outcome for Citigroup or any of its businesses or functions. The Committee will have the exclusive discretionary authority to determine and define “significant responsibility” and “material adverse outcome.”
Performance Vesting Condition. The number of Performance Stock Units that may actually vest and that the Participant may actually earn for the Award Period, is subject to the applicable level of attainment of the Performance Goals as stated in Exhibit A (the “Performance Vesting Condition”).
Performance Vesting Condition. The Performance Vesting Condition will be satisfied with respect to a percentage of the PSUs upon achievement of the Performance Goal set forth on Exhibit A attached hereto with respect to the one (1) year period ending on the anniversary of the Grant Date (the “Performance Period”), provided that the Participant has not incurred a termination of Service prior to the Determination Date (as defined below). In the event that Minimum Achievement of the Performance Goal is not achieved during the Performance Period, the Performance Vesting Condition shall not be satisfied and the PSUs shall be immediately forfeited and cancelled for no consideration. Whether or not the Performance Vesting Condition has been satisfied pursuant to this Section 3.1(a) (including Exhibit A) shall be determined by the Committee as soon as practicable following the completion of the Performance Period, but no later than March 15th of the calendar year following the Performance Period (the date of the Committee’s determination, the “Determination Date”, and the PSUs that the Committee determines have been deemed earned, if any, the “Earned PSUs”). The Earned PSUs shall continue to remain subject to the Time Vesting Condition described below.
Performance Vesting Condition. Provided that the Participant remains employed by the Company [on the occurrence of the following condition] [through the date of the Committee’s certification of the satisfaction of the following condition: [insert vesting condition here] [performance metric] is defined in Exhibit A.
Performance Vesting Condition. The Incentive Award shall vest and become non-forfeitable if, in any fiscal year of the Company ending on or before the Performance Period End Date, the Company achieves $600,000,000 in Adjusted EBITDA less CapEx (the “Performance Vesting Date”); provided, that Participant remains in continuous employment with the Company or any Affiliate through the last day of the fiscal year in which the Performance Vesting Date occurs. The determination of whether such performance vesting condition has been met shall be based on the annual audited financial statements of the Company.
Performance Vesting Condition. Sections 2(a) and 2(b) of the Agreement are hereby deleted in their entirety and replaced with the following:
Performance Vesting Condition. All 2,810,000 of the Shares subject to the Option will satisfy the performance-vesting condition if, in any fiscal year of the Company ending on or before the Performance Period End Date, the Company achieves $750,000,000 in Adjusted EBITDA less CapEx. The determination of whether such performance-vesting condition has been met shall be based on the annual audited financial statements of the Company as delivered to the Company and the vesting date shall be the date on which the Board approves such delivered financial statements.
Performance Vesting Condition. The “Performance-Vesting Condition” will be satisfied on the date that the volume-weighted average closing price per share of Common Stock equals or exceeds 150% of the closing price per share of Common Stock on September 4, 2020, subject to the Participant’s continued employment with the Company through such date, except as otherwise provided in Section 4(c); provided that the Performance-Vesting Condition must be satisfied on or prior to the fifth (5th) anniversary of the Grant Date. If the Performance-Vesting Condition is not satisfied on or prior to the fifth anniversary of the Vesting Commencement Date, then, no portion of the Stock Options shall vest and all Stock Options shall be forfeited.
Performance Vesting Condition. Subject to the terms set forth in this Award Agreement and the Plan, and except as otherwise provided by Section 3, the Award will vest in full upon the Committee’s review and certification of the 2018, 2019 and 2020 Net Income following completion of fiscal year 2020, if the Net Income for each of the 2018 fiscal year, 2019 fiscal year and 2020 fiscal year equals or exceeds the $500 million for such fiscal year, respectively. If the Restricted Stock Shares do not vest pursuant to this Section 2 (after the application of Section 3), the Restricted Stock Shares shall be forfeited. “Net Income” for a specified period means the Net Income, as determined by the values reported in the Company’s annual audited financial statements for such period, but excluding the following: asset write-downs or impairments; litigation or claim judgments or settlements; material changes in tax law, or other such laws or provisions affecting reported results; cumulative effect of accounting changes as defined by generally accepted accounting principles, and as identified in the Company’s audited financial statements; gains or losses from the acquisition or disposition of businesses or assets, or discontinued operations; restructuring charges; severance, contract termination and other costs related to entering or exiting certain business activities; and unusual or infrequently occurring items.
