Amendment to Long-Term Incentive Award Agreements for U.S. Employees and Directors of LII

Contract Categories: Human Resources › Bonus & Incentive Agreements
Summary

This amendment updates the terms of Long-Term Incentive Award Agreements for U.S. employees (Vice President and above) and directors of LII. It clarifies what happens to performance share units (PSUs), restricted stock units (RSUs), and stock appreciation rights (SARs) if an employee or director is terminated for cause, not for cause, or resigns. If terminated for cause, all awards are cancelled immediately. If the employee or director resigns or is terminated not for cause, RSUs and PSUs are cancelled, but earned SARs remain exercisable for 90 days, after which any remaining SARs are cancelled.

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EX-10.11 6 lii-ex1011_20131231x10k.htm AMENDMENT OF LONG-TERM INCENTIVE AWARD AGREEMENTS LII-EX10.11_2013.12.31-10K


Exhibit 10.11


Sections 5(a) and (b) of existing Long-Term Incentive Award Agreements (U.S. Employees-Vice President and Above) are amended to read as follows:

“(a)    If, prior to the end of the Performance Period, Retention Period or SAR Period, Participant is terminated by LII for Cause (as defined in any applicable employment agreement between LII and Participant or as determined by the Committee in its sole discretion in the absence of any such employment agreement), then, immediately after Participant’s termination, the PSU Award, RSU Award or SAR Award will be cancelled.

(b)    If, prior to the end of the Performance Period, Retention Period or SAR Period, Participant terminates employment with LII voluntarily, or Participant’s employment with LII is terminated by LII not for Cause, then, (i) immediately after Participant’s termination, the PSU Award or RSU Award will be cancelled, and (ii) immediately after Participant’s termination, the Earned SARs will continue to be exercisable subject to the SAR Period for 90 days following Participant’s termination, and the remainder of the SAR Award will be cancelled.”


Sections 5(a) and (b) of existing Long-Term Incentive Award Agreements (U.S. Employees--Directors) are amended to read as follows:


“(a)    If, prior to the end of the Retention Period or SAR Period, Participant is terminated by LII for Cause (as defined in any applicable employment agreement between LII and Participant or as determined by the Committee in its sole discretion in the absence of any such employment agreement), then, immediately after Participant’s termination, the RSU Award or SAR Award will be cancelled.

(b)    If, prior to the end of the Retention Period or SAR Period, Participant terminated employment with LII voluntarily, or Participant’s employment with LII is terminated by LII not for Cause, then, (i) immediately after Participant’s termination, the RSU Award will be cancelled, and (ii) immediately after Participant’s termination, the Earned SARs will continue to be exercisable subject to the SAR Period for 90 days following Participant’s termination, and the remainder of the SAR Award will be cancelled.”