Grant and Issuance of Reserve Performance Shares Sample Clauses

Grant and Issuance of Reserve Performance Shares. (a) The Committee has reserved for issuance to Employee up to [NUMBER] Shares (the “Reserve Performance Shares”) in the event a Goal exceeds Target (as adjusted for any stock splits, stock dividends, reclassifications or similar events) to be granted and issued to Employee pursuant to this Section 4.4. If pursuant to the Committee’s determination pursuant to Section 4.2 it is determined that any Goals ST achieved as of the ST Determination Date or, any Goals LT achieved as of the LT Determination Date is greater than the Target for such Goal, then the Committee shall grant, as soon as practicable after the date such determination is finalized to Employee a number of the Reserve Performance Shares equal to the product of (x) the sum of the Reserve Contribution for each Goal multiplied by (y) the number of Reserve Performance Shares multiplied by (z) with respect to a Goals ST, the ST Percentage (as defined below) and with respect to a Goals LT, the LT Percentage (as defined below). The “ST Percentage” shall equal the percentage obtained by dividing (i) the Performance Shares ST by (ii) the sum of Performance Shares ST plus Performance Shares LT. The “LT Percentage” shall equal one hundred percent (100%) minus the ST Percentage. The Reserve Performance Shares to be granted pursuant to this Section 4.4(a) based upon any Goals ST exceeding Target shall vest twenty-five percent (25%) on the first anniversary of the Grant Date and twenty-five percent (25%) on each anniversary thereafter until all such Shares have vested, but only if Employee has not terminated employment with the Company before such anniversary of the Grant Date with respect to Shares that would vest on or after such termination of employment. All such Reserve Performance Shares granted based upon any Goals ST exceeding target shall, upon grant, be treated for all purposes the same as Performance Shares ST, including vesting upon termination or retirement, payment of dividends, restriction on transfer and legends on any certificates issued for such shares. The Reserve Performance Shares to be granted pursuant to this Section 4.4(a) based upon any Goals LT exceeding Target shall vest fifty percent (50%) on the fourth anniversary of the Grant Date and fifty percent (50%) on the fifth anniversary of the Grant Date, but only if Employee has not terminated employment with the Company before such anniversary of the Grant Date with respect to Shares that would vest on or after such termination of emplo...
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Grant and Issuance of Reserve Performance Shares. (a) The Company has reserved for issuance to Employee up to the shares of Common Stock as Reserve Performance Shares (as adjusted for any stock splits, stock dividends, reclassifications or similar events) (the “Reserve Performance Shares”) to be granted and issued to Employee pursuant to this Section 4.3. If pursuant to the Company’s determination pursuant to Section 4.2 it is determined that any Goal achieved as of the Performance Vesting Date is greater than the Target for such Goal, then the Company shall grant and issue to Employee a number of the Reserve Performance Shares equal to the product of (x) the sum of the Reserve Contribution for each Goal multiplied by (y) the number of Reserve Performance Shares. (b) If Employee shall be entitled to receive any Reserve Performance Shares, then the Company shall, promptly after the determination pursuant to Section 4.2, issue to Employee a stock certificate representing the number of Reserve Performance Shares determined in accordance with Section 4.3(a) (the “Reserve Certificate”). The Reserve Certificate shall not have endorsed thereon the legend set forth in Section 8 and the Company shall not retain or otherwise escrow or withhold the Reserve Certificate from Employee pursuant to this Agreement. (c) Employee shall have no rights as a shareholder (including voting rights or rights to dividends) with respect to any Reserve Performance Shares until such time as they may become issuable pursuant to Section 4.3(a).
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Grant and Issuance of Reserve Performance Shares. (a) The Committee has reserved for issuance to Employee up to «Reserved_Shares_Alpha» («Rserved_Shares_Numeric») Shares (the “Reserve Performance Shares”) in the event a Goal exceeds Target (as adjusted for any stock splits, stock dividends, reclassifications or similar events) to be granted and issued to Employee pursuant to this Section 4.4. If pursuant to the Committee’s determination pursuant to Section 4.2 it is determined that any Goal ST achieved as of the ST Determination Date or, any Goal LT achieved as of the LT Determination Date is greater than the Target for such Goal, then the Committee shall grant, as soon as practicable after the date such determination is finalized to Employee a number of the Reserve Performance Shares equal to the product of (x) the sum of the Reserve Contribution for each Goal multiplied by (y) the number of Reserve Performance Shares multiplied by (z) with respect to a Goal ST, the ST Percentage (as defined below) and with respect to a Goal LT, the LT Percentage (as defined below). The “ST Percentage” shall equal the percentage obtained by
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Related to Grant and Issuance of Reserve Performance Shares

  • Settlement of Restricted Stock Units Subject to the terms of the Plan and this Agreement, Restricted Stock Units shall be settled in Shares, provided that Participant has satisfied any Tax-Related Items pursuant to Section 8 below. Shares will be issued to Participant within 70 days following the applicable Vesting Date unless subject to the terms of the Company’s deferred compensation plan; provided, however, that if the Participant is subject to taxation in the U.S. (a “U.S. Taxpayer”), the Restricted Stock Units vest pursuant to Section 1.6 below and the Restricted Stock Units are considered “non-qualified deferred compensation” subject to Section 409A of the Code (“Code Section 409A,” and such compensation, “Deferred Compensation”), the Shares will be issued in accordance with the following schedule: (i) if the termination event giving rise to the vesting acceleration occurs prior to the Change in Control and the Change in Control constitutes a “change in control event” (within the meaning of U.S. Treasury Regulation 1.409A-3(i)(5)(i)) (a “409A CIC”), the Shares will be issued on the date of the Change in Control, and if the Change in Control does not constitute a 409A CIC, the Shares will be issued on the date that is six months following the Participant’s “separation from service” (within the meaning of Code Section 409A) (a “Separation from Service”); (ii) if the termination event giving rise to the vesting acceleration occurs on or following the Change in Control and the Change in Control constitutes a 409A CIC, then the Shares will be issued within 30 days following the Participant’s Separation from Service, and if the Change in Control is not a 409A CIC, then the Shares will be issued on the date that is six months following the Participant’s Separation from Service. Notwithstanding the foregoing, for purposes of complying with Code Section 409A, if the Participant is a U.S. Taxpayer, the Restricted Stock Units are considered Deferred Compensation and the Restricted Stock Units are to be settled in connection with a termination contemplated under Section 1.6 below, the Company and the Participant shall take all steps necessary (including with regard to any post-termination services by the Participant) to ensure that a termination contemplated under Section 1.6 constitutes a Separation from Service. In addition, if the Restricted Stock Units are Deferred Compensation, the Restricted Stock Units are settled upon the Participant’s Separation from Service and the Participant is a “specified employee,” within the meaning of Code Section 409A, on the date the Participant experiences a Separation from Service, then the Shares will be issued on the first business day of the seventh month following the Participant’s Separation from Service, or, if earlier, on the date of the Participant’s death, to the extent such delayed payment is required in order to avoid a prohibited distribution under Code Section 409A.

  • 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 Performance Share Units The Company hereby grants to the Participant the Target Number of PSUs Granted, effective as of the Date of Award and subject to the terms and conditions of the Plan and this Award Agreement. Each PSU represents the unsecured right to receive a number of Shares, if any, in accordance with the terms and conditions of this Award Agreement. The Participant shall not be required to pay any additional consideration for the issuance of the Shares, if any, upon settlement of the PSUs.

  • Vesting of Restricted Stock The restrictions and conditions in Paragraph 2 of this Agreement shall lapse on the Vesting Date or Dates specified in the following schedule so long as the Grantee remains an employee of the Company or a Subsidiary on such Dates. If a series of Vesting Dates is specified, then the restrictions and conditions in Paragraph 2 shall lapse only with respect to the number of shares of Restricted Stock specified as vested on such date.

  • Performance Shares Each Performance Share is a bookkeeping entry that records the equivalent of one Share. Upon the vesting of the Performance Shares as provided in Section 2, the vested Performance Shares will be settled as provided in Section 3.