Common use of Performance Vesting Clause in Contracts

Performance Vesting. The number of Stock Units awarded to you (the “Target Award Number”) may be adjusted upward or downward depending on whether NCR’s Non-Pension Operating Income after Capital Charge (“NPOICC”) for all or a portion of the Performance Period (“NCR Performance”) is greater or less than the target NPOICC (the “Performance Target”) during each of the two (2) calendar years that make up the Performance Period (respectively, “Year One” and “Year Two”). You may receive up to 125% of the Target Award Number based on NCR Performance. The number of Stock Units that a Participant will receive under this Agreement, after giving effect to such adjustment, is referred to as the “Final Award Number.” The Final Award Number represents the right to receive a number of Stock Units equal to the Final Award Number, subject to the vesting requirements and distribution provisions of this Agreement and the terms of the Plan. Your Final Award Number shall be calculated as described in the following Performance Vesting Scenario chart. Scenario 1 Greater than Year One Performance Target Greater than or equal to Year One Performance Target Target Award Number multiplied by a percentage from 100% to 125%, where 100% applies where Year One NCR Performance equals Performance Target, 125% applies where Year One NCR Performance meets or exceeds Maximum, and all other percentages from 100% to 125% are determined through interpolation of the Year One NCR Performance between Performance Target and Maximum. Scenario 2 Greater than Year One Performance Target Less than Year One Performance Target 100% of Target Award Number. Scenario 3 Equal to or less than Year One Performance Target and greater than Year One Threshold Not Applicable Target Award Number multiplied by a percentage from 25% to 100%, where 25% applies where Year One NCR Performance equals Threshold, 100% applies where Year One NCR Performance equals Performance Target, and all other percentages from 25% to 100% are determined through interpolation of the Year One NCR Performance between Threshold and Performance Target. Scenario 4 Less than Year One Threshold Not Applicable 0% of Target Award Number. Notwithstanding the foregoing, the Committee reserves the right to reduce the Final Award Number based on the achievement of NPOICC during the Performance Period, and as a result, may reduce the number of Stock Units that will vest based on such other factors as the Committee in its sole and absolute discretion determines to be appropriate and/or advisable; provided, however, that it is the intention of the Committee that it will deviate from such Performance Vesting formula based on achievement of NPOICC only in extreme and unusual circumstances.

Performance Vesting. The number of Stock Units awarded to you (the “Target Award Number”) may be adjusted upward or downward depending on whether NCR’s 's Non-Pension Operating Income after Capital Charge (“NPOICC”) for all or a portion of the Performance Period (“NCR Performance”) is greater or less than the target NPOICC (the “Performance Target”) during each of the two (2) calendar years that make up the Performance Period (respectively, “Year One” and “Year Two”). You may receive up to 125150% of the Target Award Number based on NCR Performance. The number of Stock Units that a Participant will receive under this Agreement, after giving effect to such adjustment, is referred to as the “Final Award Number.” The Final Award Number represents the right to receive a number of Stock Units equal to the Final Award Number, subject to the vesting requirements and distribution provisions of this Agreement and the terms of the Plan. Your Final Award Number shall be calculated as described in the following Performance Vesting Scenario chart. Scenario 1 Greater than or equal to 100% of Year One Performance Target Greater than or equal to Year One Performance Target Target Award Number multiplied by a percentage from 100% to 125150%, where 100% applies where Year One NCR Performance equals Performance Target, 125150% applies where Year One NCR Performance meets or exceeds Maximum, and all other percentages from 100% to 125150% are determined through interpolation of the Year One NCR Performance between Performance Target and Maximum. Scenario 2 Greater than or equal to 100% of Year One Performance Target Less than Year One Performance Target 100% of Target Award Number. Scenario 3 Equal Less than or equal to or less than 100% of Year One Performance Target and greater than Year One Threshold Not Applicable Target Award Number multiplied by a percentage from 25% to 100%, where 25% applies where Year One NCR Performance equals Threshold, 100% applies where Year One NCR Performance equals Performance Target, and all other percentages from 25% to 100% are determined through interpolation of the Year One NCR Performance between Threshold and Performance Target. Scenario 4 Less than Year One Threshold Not Applicable 0% of Target Award Number. Notwithstanding the foregoing, the Committee reserves the right to reduce the Final Award Number based on the achievement of NPOICC during the Performance Period, and as a result, may reduce the number of Stock Units that will vest based on such other factors as the Committee in its sole and absolute discretion determines to be appropriate and/or advisable; provided, however, that it is the intention of the Committee that it will deviate from such Performance Vesting formula based on achievement of NPOICC only in extreme and unusual circumstances.

Performance Vesting. The number of Stock Units awarded to you (the “Target Award Number”) may be adjusted upward or downward depending on whether NCR’s Non-Pension Operating Income after Capital Charge GAAP Diluted Earnings Per Share (“NPOICC”weighted 60%) and Software-Related Margin Dollars (weighted 40%) for all or a portion of the Performance Period (“NCR Performance”) is greater or less than the target NPOICC targets for these performance measures (the “Performance TargetTargets”) during each of the two (2) calendar years that make up the Performance Period (respectively, “Year One” and “Year Two”). You may receive up to 125150% of the Target Award Number based on NCR Performance. The number of Stock Units that a Participant you will receive under this Agreement, after giving effect to such adjustment, is referred to as the “Final Award Number.” The Final Award Number represents the right to receive a number of Stock Units equal to the Final Award Number, subject to the vesting requirements and distribution provisions of this Agreement and the terms of the Plan. Your Final Award Number shall be calculated as described in the following Performance Vesting Scenario chart. Scenario 1 Greater than Year One Performance Target Greater than or equal to Year One Performance Target Target Award Number multiplied by a percentage from 100% to 125150%, where 100% applies where Year One NCR Performance equals Performance Target, 125150% applies where Year One NCR Performance meets or exceeds Maximum, and all other percentages from 100% to 125150% are determined through interpolation of the Year One NCR Performance between Performance Target and Maximum. Scenario 2 Greater than Year One Performance Target Less than Year One Performance Target 100% of Target Award Number. Scenario 3 Equal to or less than Year One Performance Target and greater than Year One Threshold Not Applicable Target Award Number multiplied by a percentage from 25% to 100%, where 25% applies where Year One NCR Performance equals Threshold, 100% applies where Year One NCR Performance equals Performance Target, and all other percentages from 25% to 100% are determined through interpolation of the Year One NCR Performance between Threshold and Performance Target. Scenario 4 Less than Year One Threshold Not Applicable 0% of Target Award Number. Notwithstanding the foregoing, the Committee reserves the right to reduce the Final Award Number based on the achievement of NPOICC Non-GAAP Diluted Earnings Per Share and Software-Related Margin Dollars during the Performance Period, and as a result, may reduce the number of Stock Units that will vest based on such other factors as the Committee in its sole and absolute discretion determines to be appropriate and/or advisable; provided, however, that it is the intention of the Committee that it will deviate from such Performance Vesting formula based on achievement of NPOICC only in extreme and unusual circumstances.

Performance Vesting. The number of Stock Units awarded to you (the “Target Award Number”) may be adjusted upward or downward depending on whether NCR’s Non-Pension Operating Income after Capital Charge GAAP Diluted Earnings Per Share (“NPOICC”independently weighted 60%) and Software-Related Margin Dollars (independently weighted 40%) for all or a portion of the Performance Period (“NCR Performance”) is greater or less than the target NPOICC targets for these performance measures (the “Performance TargetTargets”) during each of the two three (23) calendar years that make up the Performance Period (respectively, “Year One,” “Year Two,” and “Year TwoThree”). You may receive from 0% up to 125150% of the Target Award Number based on NCR Performance. The number of Stock Units that a Participant you will receive under this Agreement, after giving effect to such adjustment, is referred to as the “Final Award Number.” The Final Award Number represents the right to receive a number of Stock Units equal to the Final Award Number, subject to the vesting requirements and distribution provisions of this Agreement and the terms of the Plan. Your Final Award Number shall be calculated as described in the following Performance Vesting Scenario chart. Scenario 1 Greater than Year One Performance Target Both Year Two and Year Three NCR Performance Greater than or equal to Year One Performance Target Target Award Number multiplied by a percentage from 100% to 125150%, where 100% applies where Year One NCR Performance equals Performance Target, 125150% applies where Year One NCR Performance meets or exceeds Maximum, and all other percentages from 100% to 125150% are determined through interpolation of the Year One NCR Performance between Performance Target and Maximum. Scenario 2 Greater than Year One Performance Target Either Year Two or Year Three NCR Performance Less than Year One Performance Target 100% of Target Award Number. Scenario 3 Equal to or less than Year One Performance Target and greater than Year One Threshold Not Applicable Target Award Number multiplied by a percentage from 25% to 100%, where 25% applies where Year One NCR Performance equals Threshold, 100% applies where Year One NCR Performance equals Performance Target, and all other percentages from 25% to 100% are determined through interpolation of the Year One NCR Performance between Threshold and Performance Target. Scenario 4 Less than Year One Threshold Not Applicable 0% of Target Award Number. Notwithstanding the foregoing, the Committee reserves the right to reduce the Final Award Number based on the achievement of NPOICC Non-GAAP Diluted Earnings Per Share and Software-Related Margin Dollars during the Performance Period, and as a result, may reduce the number of Stock Units that will vest based on such achievement and such other factors as the Committee in its sole and absolute discretion determines to be appropriate and/or advisable; provided, however, that it is the intention of the Committee that it will deviate from such Performance Vesting formula based on achievement of NPOICC only in extreme and unusual circumstances.

Performance Vesting. The number of Stock Units awarded to you (the “Target Award Number”) may be adjusted upward or downward depending on whether NCR’s Non-Pension Operating Income after Capital Charge GAAP Diluted Earnings Per Share (“NPOICC”independently weighted 60%) and Software-Related Margin Dollars (independently weighted 40%) for all or a portion of the Performance Period (“NCR Performance”) is greater or less than the target NPOICC targets for these performance measures (the “Performance TargetTargets”) during each of the two three (23) calendar years that make up the Performance Period (respectively, “Year One,” “Year Two,” and “Year TwoThree”)) as specified below. You may receive from 0% up to 125200% of the Target Award Number based on NCR Performance. The number of Stock Units that a Participant you will receive under this Agreement, after giving effect to such adjustment, is referred to as the “Final Award Number.” In addition, if the specified performance conditions for the Stock Units are satisfied to the extent provided in this Section 2, a preliminary award number of Stock Units referred to as the “Preliminary Award Number” may vest as provided herein. The Final Award Number represents and the right Preliminary Award Number represent rights to receive a number of Stock Units equal to the Final Award NumberNumber and/or the Preliminary Award Number (as applicable), subject to the vesting requirements and distribution provisions of this Agreement and the terms of the Plan. Your Subject to the terms of this Agreement, your Final Award Number and your Preliminary Award Number shall be calculated calculated, and your Vesting Date(s) shall be determined, as described in the following Performance Vesting Scenario Scenarios chart. Scenario 1 Greater than Year One Performance Target Greater than or equal to Year One Performance Target . (a) Target Award Number multiplied by a percentage from above 100% to 125200%, where above 100% applies where Year One NCR Performance equals is above the Performance Target, 125200% applies where Year One NCR Performance meets is at or exceeds above Maximum, and all other percentages from above 100% to 125200% are determined through interpolation of the Year One NCR Performance between above Performance Target and Maximum. Scenario 2 Greater than Year One Performance Target Less than Year One Performance Target 100% of Target , minus (b) the Preliminary Award Number. Scenario 3 Equal to or less than Year One Performance Target and greater than Year One Threshold Not Applicable Target Award Number multiplied by a percentage from 25% to 100%, where 25% applies where Year One NCR Performance equals Threshold, 100% applies where Year One NCR Performance equals Performance Target, and all other percentages from 25% to 100% are determined through interpolation of the Year One NCR Performance between Threshold and Performance Target. Scenario 4 Less than Year One Threshold Not Applicable 0% of Target Award Number. Notwithstanding the foregoing, the Committee reserves the right to reduce the Final Award Number based on the achievement of NPOICC during the Performance Period, and as a result, may reduce the number of Stock Units that will vest based on such other factors as the Committee in its sole and absolute discretion determines to be appropriate and/or advisable; provided, however, that it is the intention of the Committee that it will deviate from such Performance Vesting formula based on achievement of NPOICC only in extreme and unusual circumstances.

Performance Vesting. The number of Stock Units awarded to you (the “Target Award Number”) may be adjusted upward or downward depending on whether NCR’s Non-Pension Operating Income after Capital Charge (“NPOICC”) for all or a portion of the Performance Period (“NCR Performance”) is greater or less than the target NPOICC (the “Performance Target”) during each of the two (2) calendar years that make up the Performance Period (respectively, “Year One” and “Year Two”). You may receive up to 125150% of the Target Award Number based on NCR Performance. The number of Stock Units that a Participant you will receive under this Agreement, after giving effect to such adjustment, is referred to as the “Final Award Number.” The Final Award Number represents the right to receive a number of Stock Units equal to the Final Award Number, subject to the vesting requirements and distribution provisions of this Agreement and the terms of the Plan. Your Final Award Number shall be calculated as described in the following Performance Vesting Scenario chart. Scenario 1 Greater than Year One Performance Target Greater than or equal to Year One Performance Target Target Award Number multiplied by a percentage from 100% to 125150%, where 100% applies where Year One NCR Performance equals Performance Target, 125150% applies where Year One NCR Performance meets or exceeds Maximum, and all other percentages from 100% to 125150% are determined through interpolation of the Year One NCR Performance between Performance Target and Maximum. Scenario 2 Greater than Year One Performance Target Less than Year One Performance Target 100% of Target Award Number. Scenario 3 Equal to or less than Year One Performance Target and greater than Year One Threshold Not Applicable Target Award Number multiplied by a percentage from 25% to 100%, where 25% applies where Year One NCR Performance equals Threshold, 100% applies where Year One NCR Performance equals Performance Target, and all other percentages from 25% to 100% are determined through interpolation of the Year One NCR Performance between Threshold and Performance Target. Scenario 4 Less than Year One Threshold Not Applicable 0% of Target Award Number. Notwithstanding the foregoing, the Committee reserves the right to reduce the Final Award Number based on the achievement of NPOICC during the Performance Period, and as a result, may reduce the number of Stock Units that will vest based on such other factors as the Committee in its sole and absolute discretion determines to be appropriate and/or advisable; provided, however, that it is the intention of the Committee that it will deviate from such Performance Vesting formula based on achievement of NPOICC only in extreme and unusual circumstances.