Vesting and Delivery Clause Samples

Vesting and Delivery. Each Restricted Stock Unit represents an unfunded, unsecured promise by Primerica to deliver one share of Primerica’s common stock, par value $.01 per share (“Common Stock”), subject to the terms and conditions contained in this Agreement and the Plan. The Restricted Stock Units shall, except as set forth in Sections 3(a) and (b) below, become vested on the Vesting Dates set forth in Section 1 and be settled by delivery of shares of Common Stock on the Delivery Date set forth in Section 1. Primerica’s delivery of the number of shares of Common Stock equal to the number of the Participant’s vested Restricted Stock Units shall discharge all of its duties and obligations under this Agreement.

Vesting and Delivery. (a) The RSUs you are eligible to receive as described in Section 2 shall be subject to a one-year holding period following the end of the Performance Period and shall become vested on (the “Vesting Date”). Subject to the terms of this Agreement and the Plan, shares of Common Stock equal to the number of RSUs you earn shall be delivered to you as described below if you have been continuously employed by the Company or its subsidiaries within the meaning of Section 424 of the Code (the “Control Group”) until such Vesting Date. (b) Other than as specifically provided herein, there shall be no proportionate or partial vesting in the periods prior to the Vesting Date, and all vesting shall occur only on the Vesting Date, subject to your continued employment with the Control Group as described in Section 3(a). (c) Upon a Change in Control as defined in Appendix B hereto that occurs following the end of the Performance Period and the certification by the Compensation Committee of the achievement of the performance goal, all unvested RSUs shall become immediately vested and shall be paid in accordance with Section 3(f). (d) Upon a Change in Control as defined in Appendix B hereto that occurs prior to the end of the Performance Period, or coincident with or following the end of the Performance Period and prior to the certification by the Compensation Committee of the achievement of the performance goal, you shall be entitled to receive a pro rata portion of the RSUs that you would have been entitled to receive based on the actual performance level achieved for any completed year in the Performance Period and the achievement of a target performance level for the remainder of the Performance Period, as set forth in Appendix A, such RSUs shall become immediately vested and shall be paid in accordance with Section 3(f). The pro rated portion shall be determined by multiplying the number of RSUs you would have been entitled to receive without respect to the Change in Control by a fraction, the numerator of which is the number of days from to date of the earlier of the Change in Control or the last day of the Performance Period and the denominator of which is the total number of days in the Performance Period without respect to the Change in Control. (e) In the event of your Termination by reason of death, Disability (within the meaning of Code Section 409A(a)(2)(C)(i) or (ii)) or Retirement prior to the Vesting Date, on the Vesting Date you (or in the event of your deat...

Vesting and Delivery. (a) The RSUs shall become vested in equal tranches over the course of three years as follows: one-third of the RSUs shall vest on the first anniversary of the Date of Grant, another one-third of the RSUs shall vest on the second anniversary of the Date of Grant, and the remaining one-third of the RSUs shall become vested on the third anniversary of the Date of Grant (each, a "Vesting Date") and, subject to the terms of this Agreement and the Plan, shares of Common Stock shall be delivered to the Executive as described herein if the Executive has been continuously employed by the Company or its Affiliates (as defined in Section 12) within the meaning of Section 424 of the Internal Revenue Code of 1986, as amended (the "Control Group") from the Date of Grant until each such Vesting Date. (b) Other than as may be specifically provided for herein, there shall be no proportionate or partial vesting in the periods prior to the Vesting Date and all vesting shall occur only on the Vesting Date, subject to the Executive's continued employment with the Control Group as described in Section 2(a). (c) In the event that the date of the Executive’s termination of employment (the “Termination Date”) by reason of death, Disability, or Retirement is prior to the final Vesting Date, Executive (or in the event of his death, his estate) shall receive a pro rata portion of his RSU award to the extent not previously vested. The pro rata portion shall be determined as follows: (i) With respect to those RSUs scheduled to vest on the first anniversary of the Date of Grant (to the extent such RSUs remain unvested as of the Termination Date), by multiplying one-third of the RSUs by a fraction, the numerator of which is the number of days from the Date of Grant to the Termination Date and the denominator of which is 366; (ii) With respect to those RSUs scheduled to vest on the second anniversary of the Date of Grant (to the extent such RSUs remain unvested as of the Termination Date), by multiplying one-third of the RSUs by a fraction, the numerator of which is the number of days from the Date of Grant to the Termination Date and the denominator of which is 731; and (iii) With respect to those RSUs scheduled to vest on the third anniversary of the Date of Grant (to the extent such RSUs remain unvested as of the Termination Date), by multiplying one-third of the RSUs by a fraction, the numerator of which is the number of days from the Date of Grant to the Termination Date and the deno...

Vesting and Delivery. (a) Except as otherwise determined by the Committee in its sole discretion, your rights with respect to the RSUs subject to this Award Agreement shall become fully vested upon the earlier of (i) the first anniversary of the date of grant of the RSUs and (ii) a Change of Control (the earlier of such dates, the “Vesting Date”). (b) Notwithstanding the occurrence of the Vesting Date, the Company shall not deliver the Shares with respect to the RSUs to you until the termination of your service as a director of the Company and its Affiliates, provided that (i) such termination occurs on or following the Vesting Date and (ii) such termination constitutes a “separation from service” within the meaning of Section 409A. In such event, you will be entitled to delivery of one Share for each RSU awarded to you pursuant to this Award Agreement within 10 days following the termination of your service as of a director of the Company and its Affiliates.

Vesting and Delivery. Delivery of Shares subject to a Deferred Stock grant will occur upon expiration of the deferral period or upon the occurrence of one or more of the distribution events described in Section 409A(a)(2) of the Code as specified by the Committee in the Grantee’s Award Agreement for the Award of Deferred Stock. Delivery of Shares subject to grant of Restricted Stock Units occurs no later than two and one-half (2½) months after the end of the taxable year in which the Grantee’s rights under such Restricted Stock Units are no longer subject to a substantial risk of forfeiture as defined in final regulations under Section 409A of the Code. In addition, an Award of Deferred Stock may be subject to such substantial risk of forfeiture conditions as the Committee may impose, which conditions may lapse at such times or upon the achievement of such objectives as the Committee shall determine at the time of grant or thereafter. A Grantee awarded Deferred Stock or Restricted Stock Units will have no voting rights with respect to such Deferred Stock or Restricted Stock Units prior to the delivery of Shares in settlement of such Deferred Stock and/or Restricted Stock Units. A Grantee will have the rights to receive Dividend Equivalents in respect of Deferred Stock and/or Restricted Stock Units, which Dividend Equivalents shall be deemed reinvested in additional Shares of Deferred Stock or Restricted Stock Units, as applicable. To the extent that the Grantee has a Termination of Affiliation while the Deferred Stock or Restricted Stock Units remains subject to a substantial risk of forfeiture, such Deferred Stock or Restricted Stock Units shall be forfeited. Notwithstanding anything herein or in any Award Agreement to the contrary, to the extent that distribution of Shares under a Deferred Stock Award (or settlement or distribution under any other Award that constitutes deferred compensation within the meaning of Section 409A of the Code) is triggered by a Grantee’s Termination of Affiliation and the Grantee is a “specified employee” (as defined in Treasury Regulation Section 1.409A-1(i)) at the time of his Termination of Affiliation, no distribution or settlement may be made before the date which is six (6) months after such G▇▇▇▇▇▇’s Termination of Affiliation, or, if earlier, the date of the Grantee’s death.

Vesting and Delivery. The Shares shall vest immediately upon issuance. The number of Shares shall be based on the volume-weighted average price (“VWAP”). The Shares contemplated by this Agreement are subject to existing Shareholder Approval. The Shares shall be registered by September 15, 2025, and shall be available for sale upon approval by the Securities Exchange Commission (“SEC”). DBGI shall be responsible for any trading fees related to the registration of the Shares.

Vesting and Delivery. ​ (a) The RSUs shall be payable in stock on __________ (the “Vesting Date”) provided you are a non-employee director of the Company on such date. Subject to the terms of this Agreement and the Plan, __________ shares of Common Stock shall be delivered to the Non-Employee Director on such date as described below. Notwithstanding the foregoing, if the RSUs have been deferred in accordance with an individual election made in compliance with Code Section 409A, the RSUs, to the extent vested, shall be paid in accordance with such election. ​ (b) Other than as may be provided for herein, there shall be no proportionate or partial vesting in the periods prior to the Vesting Date. (c) Subject to Section 4, when the RSUs become payable, the Company shall issue and deliver to the Non-Employee Director shares of the Company's Common Stock. ​ (d) In addition, all RSUs shall become immediately vested upon any Change in Control as defined in Appendix A hereto. ​

Vesting and Delivery. Except as otherwise determined by the Committee in its sole discretion, your rights with respect to the RSUs subject to this Award Agreement shall become fully vested, and the restrictions set forth in this Award Agreement shall lapse, upon termination of your services as a director of the Company and its Affiliates for any reason, provided that such termination occurs on or after the first anniversary of the date of grant of such RSUs (the “Vesting Date”). On the Vesting Date, the Company shall deliver to you one Share for each RSU awarded to you pursuant to this Award Agreement.

Vesting and Delivery. (a) Subject to the terms and conditions set forth herein and Section 10.6 of the Plan, the Restricted Shares shall vest in five equal installments on each of the first, second, third, fourth and fifth anniversaries of the Grant Date (each, a “Vesting Date”), provided Participant’s continued service with the Trust has not terminated prior to such Vesting Date. (b) Each Restricted Share granted hereunder represents the right of the Participant to receive, upon vesting and the satisfaction of any required tax withholding obligation, one share of common beneficial interest, par value $0.01, of the Trust (“Common Stock”). Prior to vesting at the Trust’s election, the shares of Common Stock relating to such restricted shares will either be (i) represented in book-entry form by the transfer agent for the Common Stock, (ii) represented by a certificate held by the Trust or such transfer agent, or (iii) held based upon instructions provided by the Participant. Any certificate relating to the restricted shares shall be registered in the name of the Participant and shall bear an appropriate legend referring to the applicable terms, conditions and restrictions. As soon as practicable after a Vesting Date occurs, the Trust shall either (i) deliver certificate(s) representing the shares of Common Stock vested as of such period to the Participant or its designee (and such certificate shall be registered in the name of the Participant), (ii) have the appropriate number of shares of Common Stock credited to the Participant in book-entry form, or (iii) have the shares of Common Stock held pursuant to instructions provided by the Participant.