Schedule Following is the Amendment to the Restricted Stock Agreement for Christopher J. Kearney.
Exhibit 10.3
Schedule
Following is the Amendment to the
Restricted Stock Agreement for Christopher J. Kearney.
Amendments were also executed by each of the executives listed in the chart below. Each Amendment is identical to the following Amendment in all respects other than the parties thereto. Pursuant to Instruction 2 to Item 601 of Regulation S-K, only the Agreement with Mr. Kearney is being filed, together with the following schedule setting forth the names of the parties to the other Agreements.
Robert B. Foreman
Thomas J. Riordan
Patrick OLeary
Don L. Canterna
David A. Kowalski
Kevin L. Lilly (Mr. Kearney signed on behalf of the Company)
Amendment to Restricted Stock Agreement
Regarding Performance Measurement Periods
This shall constitute an amendment to the Restricted Stock Agreement 2006 Award dated January 3, 2006 (the Agreement) between Christopher J. Kearney (the Executive) and SPX Corporation (SPX) pursuant to Section 9.2 of the SPX Corporation 2002 Stock Compensation Plan, and shall be effective as the date set forth below.
WHEREAS, the Agreement specifies performance measurement periods upon which vesting of each of the three tranches of the grant in connection with the 2006 Award is determined; and
WHEREAS, the performance measurement periods as specified in the Agreement do not fully incorporate the cumulative vesting opportunity previously approved by the Compensation Committee of the Board of Directors;
NOW, THEREFORE, for good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties agree as follows:
Section 4 specifies the following measurement dates and periods:
Measurement Date |
| Measurement Period |
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Tranche 1: |
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December 31, 2006 |
| January 1, 2006 through December 31, 2006 |
December 31, 2007 |
| January 1, 2006 through December 31, 2007 |
December 31, 2008 |
| January 1, 2006 through December 31, 2008 |
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Tranche 2: |
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December 31, 2007 |
| January 1, 2007 through December 31, 2007 |
December 31, 2008 |
| January 1, 2007 through December 31, 2008 |
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Tranche 3: |
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December 31, 2008 |
| January 1, 2008 through December 31, 2008 |
Those measurement dates and periods are superseded and replaced in their entirety with the following:
Measurement Date |
| Measurement Period |
|
|
|
Tranche 1: |
|
|
December 31, 2006 |
| January 1, 2006 through December 31, 2006 |
December 31, 2007 |
| January 1, 2006 through December 31, 2007 |
December 31, 2008 |
| January 1, 2006 through December 31, 2008 |
|
|
|
Tranche 2: |
|
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December 31, 2007 |
| January 1, 2007 through December 31, 2007 |
December 31, 2007 |
| January 1, 2006 through December 31, 2007 |
December 31, 2008 |
| January 1, 2006 through December 31, 2008 |
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Tranche 3: |
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December 31, 2008 |
| January 1, 2008 through December 31, 2008 |
December 31, 2008 |
| January 1, 2006 through December 31, 2008 |
IN WITNESS WHEREOF, the parties have executed this Amendment effective as of the date first above written.
EXECUTIVE ACCEPTANCE | SPX CORPORATION | |||||
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/S/ Christopher J. Kearney |
| By: | /s/ Kevin L. Lilly |
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| Kevin L. Lilly | ||||
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| Its: | Vice President, Secretary | ||||
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| and General Counsel | ||||
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| Date: | February 24, 2006 |
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