SEARS HOLDINGS CORPORATION CASH AWARD ADDENDUM TO RESTRICTED STOCK UNIT AWARD(S)

EX-10.5 6 shldex105q12014.htm FORM OF CASH AWARD - ADDENDUM TO RESTRICTED STOCK UNIT AWARD(S) SHLDEX105Q12014


EXHIBIT 10.5

SEARS HOLDINGS CORPORATION
CASH AWARD – ADDENDUM TO
RESTRICTED STOCK UNIT AWARD(S)

Month Day, Year
                
FName MI. LName
Title

As of April 4, 2014 (the “Distribution”), Sears Holdings Corporation (the “Company”) distributed, for each whole share of Sears Holdings common stock outstanding as of the close of business on March 24, 2014 (i.e., the “Record Date” for the Distribution), to the holder 0.300795 common shares of Lands’ End, Inc. (the “Lands’ End Shares”).
Pursuant to action taken by the Company under the Sears Holdings Corporation 2013 Stock Plan, (the “Plan”), instead of a distribution of Lands’ End Shares with respect to any unvested restricted stock units awarded under the Plan as of the Record Date (the “Unvested RSUs”), a cash award (the “Cash Award”) has been approved. Based on the Unvested RSUs awarded to you, you are hereby awarded the Cash Award(s) indicated below in lieu of any and all rights you would otherwise have had to Lands’ End Shares (and/or cash in lieu of fractional Lands’ End Shares) with respect to such Unvested RSUs. Any Cash Award is subject to the same vesting requirements and other terms set forth in your Restricted Stock Award Agreement(s) applicable to the Unvested RSUs.
Date of Grant
Unvested RSUs
Cash Award
Vesting Date
Month Day, Year
X,XXX
$XX.XX
Month Day, Year
OR
Date of Grant
Unvested RSSUs
Cash Award(s)
Vesting Date
Month Day, Year
X,XXX
$XX.XX
Month Day, Year
Month Day, Year
X,XXX
$XX.XX
Month Day, Year

SEARS HOLDINGS CORPORATION



                            
By:    Dean Carter
Title:
VP, Talent and
Human Capital Services

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