Common use of Plan Overview Clause in Contracts

Plan Overview. The [year 1] – [year 3] LTIP is a performance share unit (PSU) plan tied to the measurement of two equally weighted performance metrics: 1) Currency neutral Earnings Per Share (EPS), and 2) Relative Total Shareholder Return (rTSR). Fifty (50) percent of the target award will be tied to EPS achievement over a three-year performance period and the remaining fifty (50) percent of the target award will be tied to rTSR achievement over a 3-year performance period. Each year, a portion of the 50% based on EPS may “bank” based on cumulative achievement. Final vesting will not occur until the end of the three-year performance period. Banked awards cannot be decreased based on performance in subsequent years. The maximum banking is 50% of the three-year EPS target award after year 1 (i.e. 25% of the total target PSU award), and 80% of the three-year EPS target award after year 2 (i.e. 40% of the total target PSU award). As such, EPS based awards at or above 80% of target (i.e. 40% of the total target PSU award) can only be achieved if performance is at or above the three-year target EPS performance goal. There is no banking mechanism related to the rTSR metric. For purposes of clarity, this Agreement covers only the portion of the target award that is tied to EPS achievement. A separate Performance Unit Grant Agreement will cover the terms of the target award tied to rTSR achievement.

Plan Overview. The [year 1] – [year 3] 2019 - 2021 LTIP is a performance share unit (PSU) plan tied to the measurement of two equally weighted performance metrics: 1) Currency neutral adjusted Earnings Per Share (Adjusted EPS), and 2) Relative Total Shareholder Return (rTSR). Fifty (50) percent of the target award will be tied to Adjusted EPS achievement over a three-year performance period and the remaining fifty (50) percent of the target award will be tied to rTSR achievement over a 3-year performance period. Each year, a portion of the 50% based on Adjusted EPS may “bank” based on cumulative achievement. Final vesting will not occur until the end of the three-year performance period. Banked awards cannot be decreased based on performance in subsequent years. The maximum banking is 50% of the three-year EPS target award after year 1 (i.e. 25% of the total target PSU award), and 80% of the three-year EPS target award after year 2 (i.e. 40% of the total target PSU award). As such, Adjusted EPS based awards at or above 80% of target (i.e. 40% of the total target PSU award) can only be achieved if performance is at or above the three-year target Adjusted EPS performance goal. There is no banking mechanism related to the rTSR metric. For purposes of clarity, this Agreement covers only the portion of the target award that is tied to EPS achievement. A separate Performance Unit Grant Agreement will cover the terms of the target award tied to rTSR achievement.