Amendment to Time-Based Restricted Stock and Restricted Stock Unit Award Agreements
This amendment, effective September 13, 2012, modifies all existing agreements for time-based restricted stock and restricted stock unit grants. It states that if an employee is involuntarily terminated without cause due to the sale of a business unit or a similar event, any unvested restricted shares or units will immediately vest upon termination. The decision is at the sole discretion of the Committee. This change aims to protect employees affected by such corporate events.
Exhibit 10.3
Amendment to
Time-Based Restricted Stock and Restricted Stock Units
September 13, 2012
Effective September 13, 2012, all award agreements setting out the terms and conditions of time-based restricted stock grants and restricted stock unit grants are hereby amended by adding a new subparagraph d. at the end of Paragraph 3 to read in its entirely as follows:
d. Notwithstanding the provisions of Paragraph 3a, if the Committee determines, within its sole discretion, that a Participant’s employment with the Company has been or is being terminated involuntarily without cause, as defined in sub-paragraph c above, in connection with the sale of a business unit or another event that the Committee determines will have or has had a similar effect as a sale of a business unit would have had on that Participant, the Restricted Shares [or Restricted Share Units, as applicable] that have not previously been forfeited will vest as of the date of such termination.
