Examples of Additional Retainer in a sentence
Each new, non-employee director who joins the Board will be granted Equity in the same form of Equity as the Annual Equity Award most recently granted to the Company’s continuing directors and with a fair value on the date of grant equal to the amount of the Annual Board Retainer, plus the amount of any applicable Additional Retainers (other than any Additional Retainer for the Board Chair) (the “New Director Equity Award”).
A director who receives a New Director Fee will not receive an Annual Board Retainer in the same calendar year.In addition, each new non-employee director shall be entitled to a pro-rated Additional Retainer, as applicable, in cash, which shall be determined based on the number of whole months that the new director serves on the Board before the next annual meeting of stockholders.
Each Elective Option shall vest and become exercisable as to 25% of the Shares subject to the Elective Option (each, an “Elective Option Tranche”) upon the Non-Employee Director completing three months of continuous service as a Non-Employee Director, or in the case of an Additional Retainer Elective Option, in the applicable position, following the Issue Date, such that the fourth and final Elective Option Tranche will vest and become exercisable on the first anniversary of the Issue Date.
In the event that a director’s committee service or role on a committee changes, he or she will be entitled to a pro-rated Additional Retainer, as applicable, in cash, which shall be determined based on the number of whole months of service before the next annual meeting of stockholders.
The number of Shares evidencing the Additional Retainer shall be in an amount equal to $3,000 divided by the fair market value of the Shares as of the last trading day of the year with respect to which the Additional Retainer is paid, which number shall then be rounded down to the nearest whole number.
Committee Member Additional Retainer – Each member of the Audit and Compensation Committees (other than the Chairman of each respective Committee) shall be paid an annual retainer of $10,000.
Each Eligible Director shall be paid his or her Additional Retainer Fee, if any, entirely in cash, unless such Eligible Director shall have elected to receive his or her Additional Retainer Fee entirely in the form of Share Units or in a combination of cash and Share Units.
Each Outside Director may elect to receive all of such Outside Director’s Additional Retainer, with respect to Additional Services for a Fiscal Year beginning in a future calendar year, in the form of an Award of fully vested Restricted Stock Units in lieu of payments of Additional Cash Retainers (such Awards, the “Quarterly Retainer Awards,” and such election, the “Retainer Election”).
The Original Additional Retainer will be pro-rated based on the number of whole months that the director served in each additional role during the period from the Annual Meeting (for continuing directors) or the date the director’s appointment to the Board became effective (for new directors) until the Next Annual Meeting.
The fair value1 on the date of grant of each Annual Equity Award will equal the amount of the Annual Board Retainer, plus the amount of any applicable Additional Retainers (other than any Additional Retainer for the Board Chair).