Vesting and Forfeiture of Rsus Sample Clauses
The Vesting and Forfeiture of RSUs clause defines the conditions under which restricted stock units (RSUs) granted to an individual become fully owned (vested) or are lost (forfeited). Typically, this clause outlines a schedule—such as annual or monthly intervals—over which RSUs vest, and specifies events like resignation or termination that may cause unvested RSUs to be forfeited. Its core function is to incentivize continued employment or service by ensuring that recipients earn their equity over time, while protecting the company from granting unearned shares if the recipient leaves early.
Vesting and Forfeiture of Rsus. (a) The RSUs awarded under this Agreement shall initially be 100% unvested and subject to forfeiture. One-half of the RSUs, covering shares of Common Stock, will vest in equal installments over a period of three years (the “Time-Based RSUs”) and one-half of the RSUs, covering shares of Common Stock, will vest, in whole or in part, on the Vesting Date based upon achievement of performance criteria during the Measurement Period, as described in subsection 2(c) (the “Performance-Based RSUs”). To the extent that any partial vesting would result in the issuance of fractional shares, such shares shall be rounded up to the nearest whole number of shares.
Vesting and Forfeiture of Rsus. All RSUs shall be unvested unless and until they become vested and nonforfeitable on the applicable Vesting Date as set forth in this Section 1. Subject to the terms and conditions of this Award Agreement and the Plan, two-thirds (2/3) of the RSUs will become vested and non-forfeitable on the second anniversary of the Grant Date (the “First Vesting Date”) and the remaining one-third (1/3) of the RSUs will become vested and non-forfeitable on the third anniversary of the Grant Date (the “Second Vesting Date,” with each of the First Vesting Date and the Second Vesting Date being referred to herein as a “Vesting Date”), provided, in either case, that the Participant’s Termination Date has not occurred as of the applicable Vesting Date. All RSUs that are not vested upon the Participant’s Termination Date shall immediately expire and shall be forfeited for no consideration and the Participant shall have no further rights thereto. Notwithstanding the foregoing:
(a) if the Participant’s Termination Date occurs prior to a Vesting Date as the result of the Participant’s Disability or death or termination by the Company other than for Cause, a pro-rata portion of the installment of RSUs scheduled to vest on the next Vesting Date immediately following the Termination Date shall vest on the next scheduled Vesting Date and become vested RSUs as of such date and the remaining RSUs which are not vested as of the Termination Date shall be forfeited upon the Termination Date for no consideration; and
(b) in the event of a Change of Control, the terms of Section 9 of the Plan shall control. The pro-rata portion of an installment of RSUs that will vest pursuant to paragraph (a) above, if applicable, shall be equal to the product of (i) the number of RSUs granted pursuant to this Agreement, multiplied by (ii) a fraction, the numerator of which is the number of days elapsed between the Grant Date and the Termination Date (inclusive) and the denominator is 1,096 days, minus (iii) if the Termination Date occurs on the Second Vesting Date, the number of RSUs that previously became vested on the First Vesting Date.
Vesting and Forfeiture of Rsus. Twenty-five percent of the RSUs shall become fully vested on the [last day of each of the third, sixth, ninth and twelfth months ending after the Date of Grant], so long as the Grantee remains in continuous Service to the Company through the applicable date; provided, however that, if, before all of the RSUs are vested, the Company terminates the Grantee's Service other than for Cause (as defined below) or a Change in Control occurs, then 100% of the RSUs shall become fully vested immediately upon such termination or Change in Control, as applicable. If, prior to the vesting of all of the RSUs, the Grantee's Service terminates for any reason other than a termination by the Company without Cause, then the Grantee will immediately forfeit any unvested RSUs upon that termination of Service. For purposes of this Agreement, "Cause" means fraud, embezzlement, or any other serious criminal conduct that adversely affects the Company committed intentionally by the Grantee in connection with his or her employment or the performance of his or her duties as an officer or director of the Company or the Grantee's conviction of, or plea of guilty or nolo contendere to, any felony.
Vesting and Forfeiture of Rsus. The RSUs, if they have not previously been forfeited as provided herein, will vest as to one-third of the underlying Shares upon each of June 30, 2026, June 30, 2027 and June 30, 2028.
Vesting and Forfeiture of Rsus. Subject to the terms and conditions of this Award Agreement and the Plan, the RSUs shall vest as set forth in the Grant Notice. Each date on which RSUs vest shall be the “Vesting Date” with respect to such RSUs, provided that the Participant’s Termination Date has not occurred prior to the Vesting Date. Notwithstanding any provision of the Plan to the contrary, any RSUs that are not vested upon the Participant’s Termination Date shall immediately expire and shall be forfeited for no consideration and the Participant shall have no further rights thereto.
Vesting and Forfeiture of Rsus. All RSUs shall be unvested unless and until they become vested and nonforfeitable on the Vesting Date as set forth in this Section 1. Subject to the terms and conditions of this Award Agreement and the Plan, the RSUs will become vested and non-forfeitable on the third anniversary of the Grant Date (the “Vesting Date”) provided that the Participant’s Termination Date has not occurred as of the Vesting Date. All RSUs that are not vested upon the Participant’s Termination Date shall immediately expire and shall be forfeited for no consideration and the Participant shall have no further rights thereto. Notwithstanding the foregoing:
(a) if the Participant’s Termination Date occurs prior to the Vesting Date as the result of the Participant’s death, the RSUs shall vest as of the Vesting Date notwithstanding that the Participant’s Termination Date occurred prior to the Vesting Date; and
(b) in the event of a Change of Control, the terms of Section 9 of the Plan shall control.
Vesting and Forfeiture of Rsus. The RSUs shall become fully vested on the earliest to occur of (i) the first anniversary of the Date of Grant, provided the Grantee remains in continuous Service to the Company through that anniversary, (ii) the termination by the Company of the Grantee's Service other than for Cause (as defined below) or (iii) a Change in Control; provided, however, that if the Grantee's Service terminates prior to the vesting of the RSUs for any reason other than as described in clause (ii) above, the Grantee will immediately forfeit the RSUs upon that termination of Service. For purposes of this Agreement, "Cause" means fraud, embezzlement, or any other serious criminal conduct that adversely affects the Company committed intentionally by the Grantee in connection with his or her employment or the performance of his or her duties as an officer or director of the Company or the Grantee's conviction of, or plea of guilty or nolo contendere to, any felony.
Vesting and Forfeiture of Rsus