Vesting of Performance Restricted Stock Units Clause Samples

Vesting of Performance Restricted Stock Units. The restrictions and conditions of Paragraph 1 of this Agreement shall lapse on the Vesting Date so long as the Grantee remains an employee of the Company or a Subsidiary on such Date, and subject to attainment of the Company’s performance goals as set forth herein. The actual number of shares of Stock earned by the Grantee (the “Earned Shares”) will vary depending upon the Company’s performance during the Performance Measurement Period with respect to core return on equity (“Core ▇▇▇”) and core earnings per share growth (“Core EPS Growth”) relative to Core ▇▇▇ and Core EPS Growth for the same period of the Peer Group. Core ▇▇▇ and Core EPS Growth performance have equal weighting in determining the number of shares of Stock earned. The Company’s relative performance ranking in Core ▇▇▇ and Core EPS Growth in each calendar year in the Performance Measurement Period will be averaged to determine the actual number of Earned Shares pursuant to the following table: The Company must achieve threshold performance at the 25th percentile for the applicable metric for any shares to become Earned Shares based on that metric. Payouts range from 50% to 200% of the target award based on a straight line interpolation for performance from the 25th percentile to the 100th percentile. Once performance results for the Company and the Peer Group are available, the Administrator shall certify performance achievement within ten (10) days. Upon certification by the Administrator and subject to continued employment of the Grantee by the Company through the Vesting Date, the Earned Shares shall be issued and delivered to the Grantee, either via book entry or actual stock certificates, and the Grantee’s name shall be entered as the stockholder of record on the books of the Company, within ten (10) days following such certification or Vesting Date, if later. Thereupon, the Grantee shall have all the rights of a shareholder with respect to such Earned Shares, including voting and dividend rights. For purposes of this Agreement, the following terms shall have the following meanings:

Vesting of Performance Restricted Stock Units. The number of Performance Restricted Stock Units (if any) eligible to vest pursuant to this Award will be determined based on the level of achievement of a three-year Cumulative Adjusted EBITDA performance target of [●] (the “Cumulative Adjusted EBITDA Performance Target”) for the three-year period ending December 31, 2027 (the “Performance Period”). “

Vesting of Performance Restricted Stock Units. With respect to any Earned PRSUs underlying the Milestone 1 Award and Milestone 2 Award, the restrictions and conditions of Section 1 of this Agreement shall lapse once the PRSUs become vested as set forth in Appendix A. The Administrator may at any time accelerate the vesting schedule specified in Appendix A or Paragraphs 3 and 4 of this Agreement. Upon Participant’s death during his or her continuous service with the Company, any PRSUs that are outstanding and unvested immediately prior to Participant’s death will remain outstanding for ninety (90) days, during which time the Committee may, in its sole discretion, vest all or a portion of such PRSUs. If the Committee decides to vest any PRSUs under this Section 4 it may condition such vesting on the execution by the Participant’s estate and/or beneficiaries of a general release of claims against the Company and its affiliates, in such form as the Company may prescribe (a “Release”). Upon the ninetieth (90th) day following Participant’s death, any portion of the unvested PRSUs that the Committee has not determined to vest in accordance with this Section 4 will be forfeited.

Vesting of Performance Restricted Stock Units. With respect to any Earned PSUs underlying the Milestone Award, except as set forth on Appendix A, attached hereto, the restrictions and conditions of Section 1 of this Agreement shall lapse as follows with respect to the Milestone Award (as such term is defined in Appendix A), in each case, subject to the continued service of Grantee with the Company through each such date (each, a “Vesting Date”): [●] [__________] [●] [__________]

Vesting of Performance Restricted Stock Units. Subject to the Grantee’s continued employment through the last day of the Performance Period, as hereinafter defined (the “Vesting Date”), to the extent that the Plan Administrator determines that the performance goals set forth on Exhibit A attached hereto and made a part hereof (the “Performance Goals”) have been achieved during the period from through (the “Performance Period”), a designated percentage, as set forth on such Exhibit A, of the Performance Restricted Stock Units awarded to the Grantee under this Agreement shall become non-forfeitable (“Vested”) on the Vesting Date.

Vesting of Performance Restricted Stock Units. The restrictions and conditions of Paragraph 1 of this Agreement shall lapse on the Vesting Date or Vesting Dates specified on Exhibit A so long as the Grantee remains an employee of the Company or a Subsidiary on such Vesting Dates. If a series of Vesting Dates is specified, then the restrictions and conditions in Paragraph 1 shall lapse only with respect to the number of Performance Restricted Stock Units specified as vested on such date. The Administrator may at any time accelerate the vesting schedule specified in this Paragraph 2.

Vesting of Performance Restricted Stock Units. Except as otherwise provided in this Section 2, the PRSUs shall become earned and vested, if at all, in accordance with the terms and conditions of this Agreement (including, but not limited to, the provisions relating to the earning, vesting and forfeiture of PRSUs as set forth on Exhibit A hereto) and the Plan, subject to the continued employment of the Employee by the Company or any Subsidiary thereof through the Vesting Date set forth on Exhibit A hereto (the “Vesting Date”). Earned PRSUs (as defined on Exhibit A hereto) shall be settled as provided in Section 3 of this Agreement.

Vesting of Performance Restricted Stock Units. The Performance Restricted Stock Units shall vest as follows, except as otherwise provided in this Agreement, including pursuant to Sections 1.3 and 4: (a) The Performance Restricted Stock Units shall be divided into [*] tranches. The percentage of each respective tranche that shall vest shall be determined in accordance with paragraph (b) below. Such percentage of each tranche shall vest on [Performance Vesting Provisions]. (b) The percentage of each respective tranche that shall vest shall be as described in Schedule A below.

Vesting of Performance Restricted Stock Units. The number of Performance Restricted Stock Units (if any) eligible to vest pursuant to this Award will be determined based on the level of achievement of a three-year Cumulative Revenue performance target of [●] (the “Cumulative Revenue Performance Target”) for the three-year period ending December 31, 2027 (the “Performance Period”). “