2019 RESTRICTED STOCK AGREEMENT
This is to certify that Lennar Corporation (Lennar) has granted _______ (the Grantee) ________ shares of Class A common stock, which are subject to the performance-based vesting criteria set forth below (the Performance Shares), and ______ shares of Class A common stock, which are subject to the time-based vesting criteria set forth below (the Restricted Shares, and together with the Performance Shares, the Shares). The Shares are being issued under the Lennar Corporation 2016 Equity Incentive Plan (the Plan). All capitalized terms used herein without definition shall have the meanings ascribed to such terms in the Plan.
The number of Performance Shares that the Grantee actually earns for the Performance Period will be determined based on the level of achievement of the performance goals set forth in the table below (the Performance Goals), with [Target Number] Performance Shares to be earned if target performance levels are achieved. For purposes of this Agreement, the term Performance Period shall be the period commencing on December 1, 2018 and ending on November 30, 2021. All determinations of whether the Performance Goals have been achieved, the number of Performance Shares earned by the Grantee, and all other matters related to the Performance Shares shall be made by the Committee in its sole discretion. The Performance Shares are subject to forfeiture until they vest. Except as otherwise provided herein, the Performance Shares will vest and become non-forfeitable, if at all, on the date the Committee certifies the achievement of the Performance Goals (the Vesting Date). Performance Shares that have not vested by the Vesting Date shall be forfeited. Promptly following completion of the Performance Period (and no later than ninety (90) days following the end of the Performance Period), the Committee will review and certify in writing (a) whether, and to what extent, the Performance Goals for the Performance Period have been achieved, and (b) the number of Performance Shares that the Grantee shall earn, if any.
| || || || || || || || |
| ||Relative Gross |
| ||Relative Return on |
| ||Relative Total |
| ||< 25th Percentile || ||< 25th Percentile || ||< 25th Percentile || ||> 4.20|
| ||25th Percentile || ||25th Percentile || ||25th Percentile || ||4.20|
| ||50th Percentile || ||50th Percentile || ||50th Percentile || ||2.60|
| ||75th Percentile || ||75th Percentile || ||75th Percentile || ||£ 2.30|
|* || |
Relative Gross Profit Percentage, Relative Return on Tangible Capital, and Relative Total Shareholder Return are determined using Lennars Peer Group consisting of Beazer Homes USA, Inc., D.R. Horton, Inc., Hovnanian Enterprises, Inc., KB Home, M.D.C. Holdings, Inc., Meritage Homes Corporation, NVR, Inc., PulteGroup, Inc., Taylor Morrison Home Corporation, Toll Brothers, Inc., and TRI Pointe Group, Inc. In the event a company within the Peer Group is acquired by a company outside the Peer Group, the company would be removed from the Peer Group. In the event a company files for bankruptcy during the performance period, the companys gross profit percentage, return on tangible capital, and total shareholder return would be reduced to -100% (i.e., assumed as worst performer within the Peer Group on the respective metrics).
Payouts for performance between threshold and target payout levels and between target and maximum payout levels will be calculated by linear interpolation. The number of Performance Shares earned is determined independently for each component (e.g., maximum achievement for the relative gross profit percentage component, target achievement for the relative return on tangible capital component, target achievement for the relative total shareholder return, and below-threshold achievement for debt/EBITDA multiple component results in 100% payout).
In the event the Grantee has a Termination of Service on account of death or Disability prior to the Vesting Date, the Grantee will vest immediately on such date in the target number of Performance Shares.