Stock Price Target. Notwithstanding the Revenue Target, the PSUs will vest in three equal tranches of 75,000 shares, subject to the achievement of the following milestones. 75,000 shares will vest if the per share closing price of the Company’s Stock equals or exceeds the price in the table below for any 20 trading days within any 30-trading day period during the applicable measurement year (adjustments to be made for stock splits, stock dividends, reorganizations and recapitalizations) (the “Stock Price Target”): 2026 (75,000) $8.50 If neither the Revenue Target nor the Stock Price Target are satisfied for a year, no PSU shares will vest for that year; however, if the Stock Price Target for a future year is achieved in a prior year then the number of vested PSUs shall be accelerated to include the number of PSUs that would have vested in such future year (e.g., if in 2024 the Stock Price Target equals or exceeds $8.50 for the applicable period, then all 225,000 PSUs shall vest in 2024, and if in 2024 the Stock Price Target does not equal or exceed $5.10, but in 2025 the Stock Price Target equals or exceeds $8.50 for the applicable period, then 150,000 of the PSUs shall vest). In the event that the PSUs either (i) vest in accordance with the terms of the PSU Agreement or (ii) are accelerated pursuant to Section 4(f)(3) below prior to August 1, 2024, the then-vested PSUs shall be settled in cash. The determinations of the Board or the Compensation Committee with respect to the achievement of a Revenue Target or Stock Price Target shall be final and binding. The Board and the Compensation Committee have discretion to modify the Revenue Targets or performance results to reflect significant transactions (such as acquisitions, divestitures, or newly-formed joint ventures) or other unusual items if such events occur following the date hereof.
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Stock Price Target. Notwithstanding the Revenue Target, the PSUs will vest in three equal tranches of 75,000 shares, subject to the achievement of the following milestones. 75,000 For any measurement year, the applicable shares subject to the PSUs will vest if the per share closing price of the Company’s Stock equals or exceeds the price in the table below for any 20 trading days within any 30-trading day period during the applicable measurement year (adjustments to be made for stock splits, stock dividends, reorganizations reorganizations, and recapitalizations) (the “Stock Price Target”): 2024 (25,000) $ 5.10 2025 (25,000) $ 6.80 2026 (75,00025,000) $$ 8.50 If neither the Revenue Target nor the Stock Price Target are satisfied for a measurement year, no PSU shares will vest for that measurement year; however, if the Stock Price Target for a future year is achieved in a prior year then the number of vested PSUs shall be accelerated to include the number of PSUs that would have vested in such future year (e.g., if in 2024 the Stock Price Target equals or exceeds $8.50 for the applicable period, then all 225,000 75,000 PSUs shall vest in 2024, and if in 2024 the Stock Price Target does not equal or exceed $5.10, but in 2025 the Stock Price Target equals or exceeds $8.50 for the applicable period, then 150,000 50,000 of the PSUs shall vest). In the event that the PSUs either (i) vest in accordance with the terms of the PSU Agreement or (ii) are accelerated pursuant to Section 4(f)(3) below prior to August 1, 2024, the then-vested PSUs shall be settled in cash. The determinations of the Board or the Compensation Committee with respect to the achievement of a Revenue Target or Stock Price Target shall be final and binding. The Board and the Compensation Committee have discretion to modify the Revenue Targets or performance results to reflect significant transactions (such as acquisitions, divestitures, or newly-newly formed joint ventures) or other unusual items if such events occur following the date hereofEffective Date, provided however that any such modifications made with respect to the Revenue Targets or performance results related to the PSUs granted to Executive pursuant to this Section 4(d)(3) shall be consistent with modifications made to equity awards made to other similarly situated Company executives on equivalent terms.
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