Award of Performance Based Restricted Stock Units. 1.1 Subject to the terms of this Agreement, effective as of the Date of Grant, Gulf Island hereby grants to the Participant an award of ___________ performance-based restricted stock units ("PSUs"). Each PSU represents the right to receive one share of Common Stock, subject to the terms and conditions set forth in this Agreement and the Plan. Whether the PSUs may be earned will depend on the Company’s level of achievement and the Committee’s certification of the performance metrics specified in Section 1.2 during the period beginning January 1, 2024, and ending December 31, 2024 (the “Performance Period”). Any PSUs that are deemed not subject to vesting as of the end of the Performance Period shall be forfeited. 1.2 Provided the Participant satisfies the service conditions set forth in Section 1.4, the PSUs may vest and be earned if the Company’s actual adjusted cash flow for the Performance Period is break-even or above (as set forth in the materials presented to the Committee) (the “Performance Metric”), as determined by the Committee (with such amount referred to herein as the “Final PSUs”). 1.3 Following the end of the Performance Period, the Committee shall, within a reasonably practicable time, determine the results of Performance Metric and whether the PSUs may be earned. Such determination shall be final, conclusive and binding on the Participant, and on all other persons, to the maximum extent permitted by law. If the Performance Metric is not achieved, the PSUs shall immediately be forfeited. 1.4 The Final PSUs shall vest, subject to the conditions of Sections 2 and 3, on the following dates (each, a “Vesting Date”): Scheduled Vesting Date Amount ofFinal PSUs To Vest First Anniversary of Date of Grant 33% Second Anniversary of Date of Grant 33% Third Anniversary of Date of Grant Remaining balance
Appears in 1 contract
Sources: Performance Based Restricted Stock Unit Agreement (Gulf Island Fabrication Inc)
Award of Performance Based Restricted Stock Units. 1.1 Subject to the terms of this Agreement, effective as of the Date of Grant, Gulf Island hereby grants to the Participant an award of ___________ (the “Target Award”) performance-based restricted stock units ("PSUs"). Each PSU represents the right to receive one share of Common Stock, subject to the terms and conditions set forth in this Agreement and the Plan. Whether the The actual number of PSUs that may be earned will depend on the Company’s level of achievement and the Committee’s certification of the performance metrics specified in Section 1.2 during the period beginning January 1, 202420__, and ending December 31, 2024 20__ (the “Performance Period”). Any PSUs that are deemed not subject to vesting as of the end of the Performance Period shall be forfeited.
1.2 Provided the Participant satisfies the service conditions set forth in Section 1.41.5, between 0% and 200% of the PSUs Target Award may vest and be earned if based on the Company’s actual adjusted cash flow for achievement during the Performance Period is break-even or above (as of the performance metrics set forth in the materials presented to the Committee) (the “Performance Metric”)on Appendix A hereto, as determined by the Committee (with such amount referred to herein as the “Final PSUs”).
1.3 Following the end of the Performance Period, the Committee shall, within a reasonably practicable time, determine the results of Performance Metric the performance metrics set forth on Appendix A and whether the PSUs resulting number of Final PSUs, if any, that may be earnedearned based on the level of achievement of the performance metrics. Such determination shall be final, conclusive and binding on the Participant, and on all other persons, to the maximum extent permitted by law. If Any portion of the Performance Metric is not achieved, Target Award in excess of the PSUs Final PSU amount shall immediately be forfeited.
1.4 The Final PSUs shall vest, subject to the conditions of Sections 2 and 3, on the following dates (each, a “Vesting Date”): Scheduled Vesting Date Amount ofFinal PSUs To Vest First Anniversary of Date of Grant 33% Second Anniversary of Date of Grant 33% Third Anniversary of Date of Grant Remaining balance
Appears in 1 contract
Sources: Performance Based Restricted Stock Unit Agreement (Gulf Island Fabrication Inc)
Award of Performance Based Restricted Stock Units. 1.1 Subject to the terms of this Agreement, effective as of the Date of Grant, Gulf Island hereby grants to the Participant an award of ___________ (the “Target Award”) performance-based restricted stock units ("PSUs"). Each PSU represents the right to receive one share of Common Stock, subject to the terms and conditions set forth in this Agreement and the Plan. Whether the The actual number of PSUs that may be earned will depend on the Company’s level of achievement and the Committee’s certification of the performance metrics goal specified in Section 1.2 during the period beginning January 1, 20242021, and ending December 31, 2024 2021 (the “Performance Period”). Any PSUs that are deemed not subject to vesting as of the end of the Performance Period shall be forfeited.
1.2 Provided the Participant satisfies the service conditions set forth in Section 1.41.5, between 0% and 200% of the PSUs Target Award may vest and be earned if based on the Company’s actual consolidated adjusted cash flow EBITDA relative to the targets set forth below for the Performance Period is break-even or above in accordance with the following matrix (as set forth in the materials presented to the Committee) (the “Performance Metric”), as determined by the Committee (with such amount referred to herein as the “Final PSUs”)): Threshold 50% Target 100% Maximum 200% {N4413744.3}
1.3 For purposes of this Agreement, EBITDA represents earnings before interest, taxes, depreciation and amortization. Adjusted EBITDA represents EBITDA less the impact of ▇▇▇▇▇▇▇▇ costs, gains and losses from assets held for sale and other non-recurring items.
1.3 1.4 Following the end of the Performance Period, the Committee shall, within a reasonably practicable time, determine the results of Performance Metric the performance goal set forth in Section 1.2 and whether the PSUs resulting number of Final PSUs, if any, that may be earnedearned based on the level of achievement of the performance goal. Such determination shall be final, conclusive and binding on the Participant, and on all other persons, to the maximum extent permitted by law. If Any portion of the Performance Metric is not achieved, Target Award in excess of the PSUs Final PSU amount shall immediately be forfeited.
1.4 1.5 The Final PSUs shall vest, subject to the conditions of Sections 2 and 3, on the following dates (each, a “Vesting Date”): Scheduled Vesting Date Amount ofFinal of Final PSUs To Vest First Anniversary of Date of Grant 33% Second Anniversary of Date of Grant 33% Third Anniversary of Date of Grant Remaining balance
Appears in 1 contract
Sources: Performance Based Restricted Stock Unit Agreement (Gulf Island Fabrication Inc)
Award of Performance Based Restricted Stock Units. 1.1 Subject to the terms of this Agreement, effective as of the Date of Grant, Gulf Island hereby grants to the Participant an award of ___________ performance-based restricted stock units ("PSUs"). Each PSU represents the right to receive one share of Common Stock, subject to the terms and conditions set forth in this Agreement and the Plan. Whether the PSUs may be earned will depend on the Company’s level of achievement and the Committee’s certification of the performance metrics specified in Section 1.2 during the period beginning January 1, 20242025, and ending December 31, 2024 2025 (the “Performance Period”). Any PSUs that are deemed not subject to vesting as of the end of the Performance Period shall be forfeited.
1.2 Provided the Participant satisfies the service conditions set forth in Section 1.4, the PSUs may vest and be earned if the Company’s actual adjusted cash flow for 2025 is equal to or greater than $6.7 million, which is the Performance Period is break-even or above (as set forth in the materials presented to the Committee) minimum preferred shareholder return (the “Performance Metric”), as determined by the Committee (with such amount referred to herein as the “Final PSUs”).
1.3 Following the end of the Performance Period, the Committee shall, within a reasonably practicable time, determine the results of Performance Metric and whether the PSUs may be earned. Such determination shall be final, conclusive and binding on the Participant, and on all other persons, to the maximum extent permitted by law. If the Performance Metric is not achieved, the PSUs shall immediately be forfeited.
1.4 The Final PSUs shall vest, subject to the conditions of Sections 2 and 3, on the following dates (each, a “Vesting Date”): Scheduled Vesting Date Amount ofFinal PSUs To Vest First Anniversary of Date of Grant 33% Second Anniversary of Date of Grant 33% Third Anniversary of Date of Grant Remaining balance
Appears in 1 contract
Sources: Performance Based Restricted Stock Unit Agreement (Gulf Island Fabrication Inc)
Award of Performance Based Restricted Stock Units. 1.1 Subject to the terms of this Agreement, effective as of the Date of Grant, Gulf Island hereby grants to the Participant an award of ___________ (the “Target Award”) performance-based restricted stock units ("PSUs"). Each PSU represents the right to receive one share of Common Stock, subject to the terms and conditions set forth in this Agreement and the Plan. Whether the The actual number of PSUs that may be earned will depend on the Company’s level of achievement and the Committee’s certification of the performance metrics goal specified in Section 1.2 during the period beginning January 1, 20242022, and ending December 31, 2024 2022 (the “Performance Period”). Any PSUs that are deemed not subject to vesting as of the end of the Performance Period shall be forfeited.
1.2 Provided the Participant satisfies the service conditions set forth in Section 1.41.5, between 0% and 200% of the PSUs Target Award may vest and be earned if based on the Company’s actual adjusted cash flow for achievement during the Performance Period is break-even or above (as of the strategic initiatives set forth in the materials presented to the Committee) (the “Performance Metric”)on Appendix A hereto, as determined by and evaluated in the sole discretion of the Committee (with such amount referred to herein as the “Final PSUs”).
1.3 Following the end of the Performance Period, the Committee shall, within a reasonably practicable time, determine the results of Performance Metric the performance goal set forth in Section 1.2 and whether the PSUs resulting number of Final PSUs, if any, that may be earnedearned based on the level of achievement of the performance goal. Such determination shall be final, conclusive and binding on the Participant, and on all other persons, to the maximum extent permitted by law. If Any portion of the Performance Metric is not achieved, Target Award in excess of the PSUs Final PSU amount shall immediately be forfeited.
1.4 The Final PSUs shall vest, subject to the conditions of Sections 2 and 3, on the following dates (each, a “Vesting Date”): Scheduled Vesting Date Amount ofFinal of Final PSUs To Vest First Anniversary of Date of Grant 33% Second Anniversary of Date of Grant 33% Third Anniversary of Date of Grant Remaining balance
Appears in 1 contract
Sources: Performance Based Restricted Stock Unit Agreement (Gulf Island Fabrication Inc)