Peer Group Average definition

Peer Group Average means the arithmetic mean of the Average RONAs of the Peer Companies for the Plan Cycle. If one or more of the Peer Companies is eliminated during the Plan Cycle either through acquisition or dissolution, or because of any other reason, then the Peer Group Average shall be based on the Average RONAs of the remaining Peer Companies. If one or more Peer Companies are combined during the Plan Cycle, either through merger, consolidation, purchase and sale of assets, or because of any other reason, then (i) for periods before they are combined, "Peer Group Average" shall be based on the Average RONAs of all such Peer Companies; and (ii) for periods after they are combined, "Peer Group Average" shall include the Average RONA of the combined entity.

Peer Group Average applicable to the One-Year Goal and the Three-Year Goal is based on the peer group of companies selected by the Committee prior to the Grant Date and separately communicated to you. For purposes of the payment of applicable withholding taxes required by applicable law, the number of shares of Common Stock underlying the Performance Stock Units to which you become entitled on payment shall be automatically reduced by the Company to cover the applicable minimum statutorily required withholding obligation, except that you may elect to pay some or all of the amount of such obligation in cash in a manner acceptable to the Company. In the event that the amount of tax withholding is automatically reduced, it is the intent of this Agreement that any deemed “sale” of the shares of Common Stock underlying the Performance Stock Units withheld will be exempt from liability under Section 16(b) of the Exchange Act pursuant to Rule 16b-3. Fractional Performance Stock Units shall not vest but shall instead be accumulated for vesting as whole Performance Stock Units in accordance with Company policy, with vesting scheduled to occur on the next succeeding Vesting Date and in no event later than the final Vesting Date. All unscheduled and scheduled blackout periods (each, a “BP”) are determined by the Company. If any shares of Common Stock underlying vested Performance Stock Units are scheduled to be paid during a BP to which you are subject, (i) you will be paid the applicable shares of Common Stock on the scheduled payment date (net of any shares withheld by the Company to pay minimum required taxes), but (ii) you will be unable to sell such shares of Common Stock until the earliest date on which all BPs to which you are subject have expired. Subject to paragraph 5 above, all vesting will occur only on the appropriate Vesting Dates, with no proportionate or partial vesting in the period prior to any such date. Except as otherwise provided in the preceding paragraph, when any Performance Stock Unit becomes vested, the Company (unless it determines a delay is required under applicable law or rules) will, on the payment date described in paragraph 4 above (or promptly thereafter) issue and deliver to you a stock certificate registered in your name or will promptly recognize ownership of your shares through uncertificated book entry or another similar method, subject to applicable federal, state and local tax withholding in the manner described herein or otherwise acceptable t...

Peer Group Average means the arithmetic mean of the Total Shareholder Return between each set of Peer Companies as of the end of the Plan Cycle. The Total Shareholder Return for each set of Peer Companies will be computed based on the Total Shareholder Return for each individual Peer Company, and the average for each set of Peer Companies will be computed on a market capitalization weighted basis. If a Peer Company is eliminated either through acquisition or dissolution, or because of any other reason, then (i) if prior to July 1, 2000, that Peer Company will be disregarded entirely, or (ii) if after June 30, 2000, the Total Shareholder Return for the affected Peer Company will be included in the calculation of Peer Group Average only through the date of elimination, on a prorated basis. If two or more Peer Companies are combined, either through merger, consolidation, purchase and sale of assets, or because of any other reason, then (i) for periods before they are combined, the calculation of Peer Group Average shall be based on the Total Shareholder Return of the individual Peer Companies, and (ii) for periods after they are combined, the calculation of Peer Group Average shall include the Total Shareholder Return of the combined entity, on a prorated basis.

Peer Group Average applicable to the One-Year Goal and the Three-Year Goals is based on the peer group of companies selected by the Committee prior to the Grant Date and separately communicated to you. The following schedules set forth the Achievement Percentages and Payment Percentages applicable to Performance Stock Units subject to each Performance Goal, in the event that over the Performance Period, the Company’s Total Shareholder Return (as calculated pursuant to the formula described in the Resolution) is negative:

Peer Group Average means the average of the Total Shareholder Return for the Peer Companies as of the end of each Plan Cycle. The Total Shareholder Return for the Peer Companies will be computed based on the Total Shareholder Return for each individual Peer Company and the Peer Group Average will be computed on a market capitalization weighted basis. If a Peer Company is eliminated either through acquisition or dissolution, or because of any other reason, during a Plan Cycle, it shall not be included in the computation of Peer Group Average for that Plan Cycle. Further, if two or more Peer Companies are combined, either through merger, consolidation, purchase and sale of assets, or because of any other reason, they shall not be included in the computation of Peer Group Average for that Plan Cycle.