TSR Award Clause Samples
A TSR Award clause defines the terms under which an award is granted based on Total Shareholder Return (TSR) performance. Typically, this clause outlines the measurement period, the method for calculating TSR, and the performance targets that must be met for the award to vest or be paid out. For example, it may specify that executives receive equity or cash compensation if the company's TSR exceeds that of a peer group over a set timeframe. The core function of this clause is to align executive or employee incentives with shareholder interests by tying compensation to the company's market performance.
TSR Award. Subject to the terms and conditions of this Agreement, the Company shall issue or otherwise deliver to the Recipient the number of shares of Common Stock of the Company (the “TSR Performance Shares”) determined under this Agreement based on (a) the performance of the Company’s Common Stock relative to a peer group of companies during the three-year period from January 1, to December 31, (the “Award Period”) as described in Section 2 and (b) Recipient’s continued employment during the Award Period as described in Section 4. If the Company issues or otherwise delivers TSR Performance Shares to Recipient, the Company shall also pay to Recipient the amount of cash determined under Section 5 (the “TSR Dividend Equivalent Cash Award”). Recipient’s “TSR Target Share Amount” for purposes of this Agreement is 75% of the Target Share Amount.
TSR Award. In accordance with, and subject to, the terms and conditions of the Plan, the Company hereby grants to Employee ___________ restricted stock units (“TSR Target Share Amount”) payable in shares of the Company’s common stock, par value $0.10 per share (“Common Stock”) for the period commencing as of January 1, 20__ and ending December 31, 20__ (“Performance Period”). Issuance and payment of the award in the form of shares of Common Stock of the Company (the “TSR Performance Shares”) is conditioned and dependent upon Employee’s continued employment during the Performance Period and the achievement of performance goals reflected in the Company’s TSR relative to the TSR of the Peer Group Companies (as hereinafter defined) more fully described in Section 2 hereof. If the Company issues or otherwise delivers TSR Performance Shares to Employee, the Company shall also pay to Employee the amount of cash determined under Section 3 (the “TSR Dividend Equivalent Cash Award”).
TSR Award. Any Performance Units in excess of the Floor Award shall be referred to as the “TSR Award”.
TSR Award. 2.1 Subject to the attainment of the TSR Performance Levels and to the terms and conditions otherwise set forth in the Plan, the LTPP Administrative Rules and this Award Agreement, the Company awards to Participant the TSR Award described in the first two pages of this Award Agreement with respect to the Performance Period described therein.
TSR Award. Your TSR Award, if any, will be paid to you in Shares, rounded down to the nearest whole Share, as soon as administratively practicable following the date of vesting, but in no event later than 2 1/2 months following the end of the calendar year in which vesting occurs.
TSR Award. In accordance with, and subject to, the terms and conditions of the Plan, the Company hereby grants to Employee ___________ restricted stock units (“TSR Target Share Amount”) payable in shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) for the three-year performance period commencing on __________, 20__ and ending ____________, 20__ (the “Performance Period”). Issuance and payment of the AWARD IN THE FORM OF SHARES OF COMMON STOCK (THE “TSR Performance Shares”) is conditioned and dependent upon Employee’s continued employment during the Performance Period and the achievement of performance goals reflected in the Company’s TSR relative to the TSR of the ▇▇▇▇▇▇▇ 2000 Index of companies (the “▇▇▇▇▇▇▇ 2000 Index”) more fully described in Section 2 hereof. If the Company issues or otherwise delivers TSR Performance Shares to Employee, the Company shall also reinvest any dividends otherwise payable on the TSR Performance Shares and issue to Employee additional TSR Performance Shares as cash in an amount determined under Section 3 (the “TSR Dividend Equivalent Performance Shares”).
TSR Award. As specified on the Term Sheet, any payment earned on a portion of the CBP Award (the “TSR Award”) will be based on the following terms and conditions. Except as otherwise provided in Section 2.4, upon the Committee’s certification of the level of performance achieved, but no later than May 31, [—], depending on the three-year total stockholder return of Tidewater over the period from April 1, [—] through March 31, [—] (the “Performance Period”) as measured against peer performance over the same period, the Employee shall earn an amount under the TSR Award determined as follows:
(a) The dollar value of the TSR Award indicated on the Term Sheet represents the target award. At the end of the Performance Period, the Employee may earn a greater or lesser amount in respect of the TSR Award, depending on Tidewater’s Total Stockholder Return (as defined in Section 2.2(c)) ranked in terms of a percentile in relation to that of Tidewater’s Peer Group (as defined in Section 2.2(d)), according to the following schedule: Maximum ³ 75th percentile 200 % Target 50th percentile 100 % Threshold 30th percentile 20 % Below Minimum £ 25th percentile 0 % Payout shall be prorated if Tidewater’s rank falls between any two performance levels. At below minimum performance, the Employee will earn no payout under the TSR Award.
(b) Following the end of the Performance Period and prior to any payout of the TSR Award, the Committee shall certify in writing, by resolution or otherwise, Tidewater’s Total Stockholder Return level achieved as compared to that of the Peer Group and any dollar value earned by the Employee.
(c) For purposes of this Agreement, “Total Stockholder Return” or “TSR” for Tidewater and each member of the Peer Group means stock price appreciation from the beginning to the end of the Performance Period, including dividends and distributions made or declared (assuming such dividends or distributions are reinvested in the common stock of Tidewater or any company in the Peer Group) during the Performance Period, expressed as a percentage return, using the following formula: where the “Ending Stock Price” is equal to the average closing price of the relevant stock during the final month of the Performance Period, and the “Beginning Stock Price” is equal to the average closing price of the relevant stock during the last calendar month prior to the Performance Period. TSR of Tidewater or any company in the Peer Group shall be equitably adjusted to reflect any spin-off, st...
TSR Award. In accordance with, and subject to, the terms and conditions of the Plan, the Company hereby grants to Employee ________________ performance restricted stock units (the “PRSUs”) payable in shares of the Company’s common stock, par value $0.10 per share (“Common Stock”), for the period commencing as of ______________ and ending ________________ (the “Performance Period”). Issuance and payment of the award in the form of shares of Common Stock of the Company (the “TSR Performance Shares”) is conditioned and dependent upon Employee’s continued employment during the Performance Period and the achievement of performance goals reflected in the Company’s TSR relative to the TSR of the Peer Group Companies (as hereinafter defined) more fully described in Exhibit A hereto. If the Company issues or otherwise delivers TSR Performance Shares to Employee, the Company shall also at such time issue to Employee additional TSR Performance Shares as determined under Section 3 (the “TSR Dividend Equivalent Shares Award”).
TSR Award. In accordance with, and subject to, the terms and conditions of the Plan, the Company hereby grants to Employee ___________ restricted stock units (“TSR Target Share Amount”) payable in shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) for the three-year performance period commencing on ______, 20__ and ending ___________, 20__ (the “Performance Period”). Issuance and payment of the award in the form of shares of Common Stock (the “TSR Performance Shares”) is conditioned and dependent upon Employee’s continued employment during the Performance Period and the achievement of performance goals reflected in the Company’s TSR relative to the TSR of the ▇▇▇▇▇▇▇ 2000 Index of companies (the “▇▇▇▇▇▇▇ 2000 Index”) more fully described in Section 2 hereof. If the Company issues or otherwise delivers TSR Performance Shares to Employee, the Company shall also reinvest any dividends otherwise payable on the TSR Performance Shares and issue to Employee additional TSR Performance Shares as cash in an amount determined under Section 3 (the “TSR Dividend Equivalent Performance Shares”).
TSR Award. In accordance with, and subject to, the terms and conditions of the Plan, the Company hereby grants to Employee ___________ performance restricted stock units (the “PRSUs”) payable in shares of the Company’s common stock, par value $0.10 per share (“Common Stock”), for the period commencing as of January 1, 20__ and ending December 31, 20__ (the “Performance Period”). Issuance and payment of the award in the form of shares of Common Stock of the Company (the “TSR Performance Shares”) is conditioned and dependent upon Employee’s continued employment during the Performance Period and the achievement of performance goals reflected in the Company’s TSR relative to the TSR of the Peer Group Companies (as hereinafter defined) more fully described in Exhibit A hereto. If the Company issues or otherwise delivers TSR Performance Shares to Employee, the Company shall also pay to Employee the amount of cash determined under Section 3 (the “TSR Dividend Equivalent Cash Award”).