Purpose Clause Example with 6 Variations from Business Contracts

This page contains Purpose clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Purpose. Eligibility and grants 1 3. Acceptance of an Award 1 4. Taxes 1 5. Value of Awards 2 6. Covenant not to solicit; Notice Period requirement; other terms and restrictions 2 7. Compliance with Applicable Laws 5 8. Investment representation 5 9. Governing law 6 10. Electronic delivery and acceptance 6 11. No rights as a shareholder 6 12. Applicable Laws and Section 409A 6 13. Other terms 6 PART B: TERMS AND CONDITIONS APPLICABLE TO RESTRICTED STOCK UNITS UNDER THE LONG-TERM INCENTIVE PROGRAM 7 1. Re...stricted Period 7 2. Settlement of Restricted Stock Units 7 3. Vesting or forfeiture of Restricted Stock Units following termination of Employment in specific circumstances 7 4. Section 409A 7 5. Dividend Equivalents 7 PART C: TERMS AND CONDITIONS APPLICABLE TO OPTIONS UNDER THE LONG-TERM INCENTIVE PROGRAM 9 1. Vesting and exercise 9 2. Exercise of Options 9 3. Option term 9 4. Exercise or forfeiture of Options following termination of Employment in specific circumstances 9 PART D: TERMS AND CONDITIONS APPLICABLE TO PERFORMANCE SHARES AND PERFORMANCE UNITS UNDER THE LONG-TERM PERFORMANCE PROGRAM, A SUB-PROGRAM OF THE LONG-TERM INCENTIVE PROGRAM 11 1. Performance Cycle 11 2. Settlement of Performance Shares and Performance Units 11 3. Performance Goals 11 4. Vesting or forfeiture of Performance Shares and Performance Units following termination of Employment in specific circumstances 12 5. Section 409A 12 6. Dividend Equivalents 13 PART E: TERMS AND CONDITIONS APPLICABLE TO BOOK VALUE UNITS UNDER THE BOOK VALUE PERFORMANCE PROGRAM, A SUB-PROGRAM OF THE LONG-TERM INCENTIVE PROGRAM 14 1. Book Value Units 14 2. Vesting Period 14 3. Settlement of Book Value Units 14 4. Vesting or forfeiture of Book Value Units following termination of Employment in specific circumstances 14 5. Forfeiture 14 6. Section 409A 14 7. No Dividend Equivalents 14 Schedules 1. Definitions 16 2. Country specific variations 19 3. Notice Periods 26 4. Form for declining an Award 27 5. Form of Acknowledgement and Acceptance of the Terms and Conditions of the Plan (Mexico, Australia and Indonesia Only) 28 6. Form for Accepting an Award for Florida-Based Employees 29 Prudential Financial, Inc. 2018 Long-Term Incentive Program This document contains the principal terms and conditions applicable to Awards granted in 2018 to employees under the Prudential Financial, Inc. 2016 Omnibus Incentive Plan (the Plan). Specific provisions applicable to any employees selected to participate in any particular country are set out in Schedule 2. PART A: GENERAL TERMS AND CONDITIONS 1. Purpose Prudential's 2018 Long-Term Incentive Program (the Program) is made available to employees subject to the terms of the Plan and is designed to strengthen the links between leadership, motivation and consistent performance. Employees selected to participate in the Program may be granted Awards of Restricted Stock Units, Options, Performance Shares, Performance Units, or Book Value Units or a combination thereof, and will be advised of the Awards made to them in their own personalized compensation statement or a communication from their manager. The Parts of this document (other than this Part A which is relevant to all Awards granted under the Plan) that are relevant to you are the Part or Parts that relate to the type or types of Award that are granted to you under the Plan. The grant of Awards under the Program is subject to the terms and conditions contained in the Plan document. This document describes the principal terms and conditions of Awards granted to employees under the Plan (the Terms). Schedule 1 contains the definitions used in these Terms. If there is any discrepancy between these Terms and the Plan document, or if there is a discrepancy between any information given by anyone acting on behalf of any member of the Company Group and the Plan document, the Plan document, as interpreted by the Compensation Committee, in its sole discretion, will always govern. View More

Variations of a "Purpose" Clause from Business Contracts

Purpose. Eligibility and grants 1 3. Acceptance of an Award 1 4. Taxes 1 5. Value of Awards 2 6. Covenant not to solicit; Notice Period requirement; other terms and restrictions 2 7. Compliance with Applicable Laws 5 8. Investment representation 5 9. Governing law 6 5 10. Electronic delivery and acceptance 6 11. No rights as a shareholder 6 12. Applicable Laws and Section 409A 6 13. Other terms 6 PART B: TERMS AND CONDITIONS APPLICABLE TO RESTRICTED STOCK UNITS UNDER THE LONG-TERM INCENTIVE PROGRAM 7 1. ...Restricted Period 7 2. Settlement of Restricted Stock Units 7 3. Vesting or forfeiture of Restricted Stock Units following termination of Employment in specific circumstances 7 4. Section 409A 7 5. Dividend Equivalents 7 PART C: TERMS AND CONDITIONS APPLICABLE TO OPTIONS UNDER THE LONG-TERM INCENTIVE PROGRAM 9 1. Vesting and exercise 9 2. Exercise of Options 9 3. Option term 9 4. Exercise or forfeiture of Options following termination of Employment in specific circumstances 9 PART D: TERMS AND CONDITIONS APPLICABLE TO PERFORMANCE SHARES AND PERFORMANCE UNITS UNDER THE LONG-TERM PERFORMANCE PROGRAM, A SUB-PROGRAM OF THE LONG-TERM INCENTIVE PROGRAM 11 9 1. Performance Cycle 11 9 2. Settlement of Performance Shares and Performance Units 11 9 3. Performance Goals 11 9 4. Vesting or forfeiture of Performance Shares and Performance Units following termination of Employment in specific circumstances 12 10 5. Section 409A 12 10 6. Dividend Equivalents 13 PART E: TERMS AND CONDITIONS APPLICABLE TO BOOK VALUE UNITS UNDER THE BOOK VALUE PERFORMANCE PROGRAM, A SUB-PROGRAM OF THE LONG-TERM INCENTIVE PROGRAM 14 1. Book Value Units 14 2. Vesting Period 14 3. Settlement of Book Value Units 14 4. Vesting or forfeiture of Book Value Units following termination of Employment in specific circumstances 14 5. Forfeiture 14 6. Section 409A 14 7. No Dividend Equivalents 14 10 Schedules 1. Definitions 16 13 2. Country specific variations 19 16 3. Notice Periods 26 27 4. Form for declining an Award 27 28 5. Form of Acknowledgement and Acceptance of the Terms and Conditions of the Plan (Mexico, Australia Australia, Indonesia, Kenya and Indonesia the Netherlands Only) 28 29 6. Form for Accepting an Award for Florida-Based Employees 29 31 Prudential Financial, Inc. 2018 2023 Long-Term Incentive Program This document contains the principal terms and conditions applicable to Awards granted in 2018 2023 to employees under the Prudential Financial, Inc. 2016 2021 Omnibus Incentive Plan (the Plan). Specific provisions applicable to any employees selected to participate in any particular country are set out in Schedule 2. PART A: GENERAL TERMS AND CONDITIONS 1. Purpose Prudential's 2018 2023 Long-Term Incentive Program (the Program) is made available to employees subject to the terms of the Plan and is designed to strengthen the links between leadership, motivation and consistent performance. Employees selected to participate in the Program may be granted Awards of Restricted Stock Units, Options, Performance Shares, Performance Units, or Book Value Units or a combination thereof, and will be advised of the Awards made to them in their own personalized compensation statement or a communication from their manager. The Parts of this document (other than this Part A which is relevant to all Awards granted under the Plan) that are relevant to you are the Part or Parts that relate to the type or types of Award that are granted to you under the Plan. The grant of Awards under the Program is subject to the terms and conditions contained in the Plan document. This document describes the principal terms and conditions of Awards granted to employees under the Plan (the Terms). Schedule 1 contains the definitions used in these Terms. If there is any discrepancy between these Terms and the Plan document, or if there is a discrepancy between any information given by anyone acting on behalf of any member of the Company Group and the Plan document, the Plan document, as interpreted by the Compensation Committee, in its sole discretion, will always govern. View More
Purpose. Eligibility and grants 1 3. Acceptance of an Award 1 4. Taxes 1 5. Value of Awards 2 6. Covenant not to solicit; Notice Period requirement; other terms and restrictions 2 7. Compliance with Applicable Laws 5 8. Investment representation 5 9. Governing law 6 5 10. Electronic delivery and acceptance 6 11. No rights as a shareholder 6 12. Applicable Laws and Section 409A 6 13. Other terms 6 PART B: TERMS AND CONDITIONS APPLICABLE TO RESTRICTED STOCK UNITS UNDER THE LONG-TERM INCENTIVE PROGRAM 7 1. ...Restricted Period 7 2. Settlement of Restricted Stock Units 7 3. Vesting or forfeiture of Restricted Stock Units following termination of Employment in specific circumstances 7 4. Section 409A 7 5. Dividend Equivalents 7 PART C: TERMS AND CONDITIONS APPLICABLE TO OPTIONS UNDER THE LONG-TERM INCENTIVE PROGRAM 9 1. Vesting and exercise 9 2. Exercise of Options 9 3. Option term 9 4. Exercise or forfeiture of Options following termination of Employment in specific circumstances 9 PART D: TERMS AND CONDITIONS APPLICABLE TO PERFORMANCE SHARES AND PERFORMANCE UNITS UNDER THE LONG-TERM PERFORMANCE PROGRAM, A SUB-PROGRAM OF THE LONG-TERM INCENTIVE PROGRAM 11 9 1. Performance Cycle 11 9 2. Settlement of Performance Shares and Performance Units 11 9 3. Performance Goals 11 9 4. Vesting or forfeiture of Performance Shares and Performance Units following termination of Employment in specific circumstances 12 10 5. Section 409A 12 10 6. Dividend Equivalents 13 PART E: TERMS AND CONDITIONS APPLICABLE TO BOOK VALUE UNITS UNDER THE BOOK VALUE PERFORMANCE PROGRAM, A SUB-PROGRAM OF THE LONG-TERM INCENTIVE PROGRAM 14 1. Book Value Units 14 2. Vesting Period 14 3. Settlement of Book Value Units 14 4. Vesting or forfeiture of Book Value Units following termination of Employment in specific circumstances 14 5. Forfeiture 14 6. Section 409A 14 7. No Dividend Equivalents 14 10 Schedules 1. Definitions 16 13 2. Country specific variations 19 16 3. Notice Periods 26 25 4. Form for declining an Award 27 26 5. Form of Acknowledgement and Acceptance of the Terms and Conditions of the Plan (Mexico, Australia Australia, Indonesia, Kenya and Indonesia the Netherlands Only) 28 27 6. Form for Accepting an Award for Florida-Based Employees 29 Prudential Financial, Inc. 2018 2022 Long-Term Incentive Program This document contains the principal terms and conditions applicable to Awards granted in 2018 2022 to employees under the Prudential Financial, Inc. 2016 2021 Omnibus Incentive Plan (the Plan). Specific provisions applicable to any employees selected to participate in any particular country are set out in Schedule 2. PART A: GENERAL TERMS AND CONDITIONS 1. Purpose Prudential's 2018 2022 Long-Term Incentive Program (the Program) is made available to employees subject to the terms of the Plan and is designed to strengthen the links between leadership, motivation and consistent performance. Employees selected to participate in the Program may be granted Awards of Restricted Stock Units, Options, Performance Shares, Performance Units, or Book Value Units or a combination thereof, and will be advised of the Awards made to them in their own personalized compensation statement or a communication from their manager. The Parts of this document (other than this Part A which is relevant to all Awards granted under the Plan) that are relevant to you are the Part or Parts that relate to the type or types of Award that are granted to you under the Plan. The grant of Awards under the Program is subject to the terms and conditions contained in the Plan document. This document describes the principal terms and conditions of Awards granted to employees under the Plan (the Terms). Schedule 1 contains the definitions used in these Terms. If there is any discrepancy between these Terms and the Plan document, or if there is a discrepancy between any information given by anyone acting on behalf of any member of the Company Group and the Plan document, the Plan document, as interpreted by the Compensation Committee, in its sole discretion, will always govern. View More
Purpose. Eligibility and grants 1 3. Acceptance of an Award 1 4. Taxes 1 5. Value of Awards 2 6. Covenant not to solicit; Notice Period requirement; other terms and restrictions 2 7. Compliance with Applicable Laws 5 8. Investment representation 5 9. Governing law 6 5 10. Electronic delivery and acceptance 6 11. No rights as a shareholder 6 12. Applicable Laws and Section 409A 6 13. Other terms 6 PART B: TERMS AND CONDITIONS APPLICABLE TO RESTRICTED STOCK UNITS UNDER THE LONG-TERM INCENTIVE PROGRAM 7 1. ...Restricted Period 7 2. Settlement of Restricted Stock Units 7 3. Vesting or forfeiture of Restricted Stock Units following termination of Employment in specific circumstances 7 4. Section 409A 7 5. Dividend Equivalents 7 PART C: TERMS AND CONDITIONS APPLICABLE TO OPTIONS UNDER THE LONG-TERM INCENTIVE PROGRAM 9 1. Vesting and exercise 9 2. Exercise of Options 9 3. Option term 9 4. Exercise or forfeiture of Options following termination of Employment in specific circumstances 9 PART D: TERMS AND CONDITIONS APPLICABLE TO PERFORMANCE SHARES AND PERFORMANCE UNITS UNDER THE LONG-TERM PERFORMANCE PROGRAM, A SUB-PROGRAM OF THE LONG-TERM INCENTIVE PROGRAM 11 9 1. Performance Cycle 11 9 2. Settlement of Performance Shares and Performance Units 11 9 3. Performance Goals 11 9 4. Vesting or forfeiture of Performance Shares and Performance Units following termination of Employment in specific circumstances 12 10 5. Section 409A 12 10 6. Dividend Equivalents 13 PART E: TERMS AND CONDITIONS APPLICABLE TO BOOK VALUE UNITS UNDER THE BOOK VALUE PERFORMANCE PROGRAM, A SUB-PROGRAM OF THE LONG-TERM INCENTIVE PROGRAM 14 1. Book Value Units 14 2. Vesting Period 14 3. Settlement of Book Value Units 14 4. Vesting or forfeiture of Book Value Units following termination of Employment in specific circumstances 14 5. Forfeiture 14 6. Section 409A 14 7. No Dividend Equivalents 14 11 Schedules 1. Definitions 16 13 2. Country specific variations 19 16 3. Notice Periods 26 4. Form for declining an Award 27 5. Form of Acknowledgement and Acceptance of the Terms and Conditions of the Plan (Mexico, Australia Australia, Indonesia and Indonesia Kenya Only) 28 6. Form for Accepting an Award for Florida-Based Employees 29 30 Prudential Financial, Inc. 2018 2021 Long-Term Incentive Program This document contains the principal terms and conditions applicable to Awards granted in 2018 2021 to employees under the Prudential Financial, Inc. 2016 Omnibus Incentive Plan (the Plan). Specific provisions applicable to any employees selected to participate in any particular country are set out in Schedule 2. PART A: GENERAL TERMS AND CONDITIONS 1. Purpose Prudential's 2018 2021 Long-Term Incentive Program (the Program) is made available to employees subject to the terms of the Plan and is designed to strengthen the links between leadership, motivation and consistent performance. Employees selected to participate in the Program may be granted Awards of Restricted Stock Units, Options, Performance Shares, Performance Units, or Book Value Units or a combination thereof, and will be advised of the Awards made to them in their own personalized compensation statement or a communication from their manager. The Parts of this document (other than this Part A which is relevant to all Awards granted under the Plan) that are relevant to you are the Part or Parts that relate to the type or types of Award that are granted to you under the Plan. The grant of Awards under the Program is subject to the terms and conditions contained in the Plan document. This document describes the principal terms and conditions of Awards granted to employees under the Plan (the Terms). Schedule 1 contains the definitions used in these Terms. If there is any discrepancy between these Terms and the Plan document, or if there is a discrepancy between any information given by anyone acting on behalf of any member of the Company Group and the Plan document, the Plan document, as interpreted by the Compensation Committee, in its sole discretion, will always govern. View More
Purpose. Eligibility and grants 1 3. Acceptance of an Award 1 4. Taxes 1 5. Value of Awards 2 6. Covenant not to solicit; Notice Period requirement; other terms and restrictions 2 7. Compliance with Applicable Laws 5 4 8. Investment representation 5 4 9. Governing law 6 4 10. Electronic delivery and acceptance 6 4 11. No rights as a shareholder 6 5 12. Applicable Laws and Section 409A 6 5 13. Other terms 6 5 PART B: TERMS AND CONDITIONS APPLICABLE TO RESTRICTED STOCK UNITS UNDER THE LONG-TERM INCENTIVE P...ROGRAM 7 Terms and conditions applicable to Restricted Stock Units 6 1. Restricted Period 7 6 2. Settlement of Restricted Stock Units 7 6 3. Vesting or forfeiture of Restricted Stock Units following termination of Employment in specific circumstances 7 6 4. Section 409A 7 8 5. Dividend Equivalents 7 8 PART C: TERMS AND CONDITIONS APPLICABLE TO OPTIONS UNDER THE LONG-TERM INCENTIVE PROGRAM 9 Terms and conditions applicable to Options 10 1. Vesting and exercise 9 10 2. Exercise of Options 9 10 3. Option term 9 10 4. Exercise or forfeiture of Options following termination of Employment in specific circumstances 9 10 PART D: TERMS AND CONDITIONS APPLICABLE TO PERFORMANCE SHARES AND PERFORMANCE UNITS UNDER THE LONG-TERM PERFORMANCE PROGRAM, A SUB-PROGRAM OF THE LONG-TERM INCENTIVE PROGRAM 11 Terms and conditions applicable to Performance Shares and Performance Units under the Long-Term Performance Program, a sub-program of the Long-Term Incentive Program 13 1. Performance Cycle 11 13 2. Settlement of Performance Shares and Performance Units 11 13 3. Earnout: Performance Goals 11 13 4. Vesting or forfeiture of Performance Shares and Performance Units following termination of Employment in specific circumstances 12 14 5. Section 409A 12 16 6. Dividend Equivalents 13 17 PART E: TERMS AND CONDITIONS APPLICABLE TO BOOK VALUE UNITS UNDER THE BOOK VALUE PERFORMANCE PROGRAM, A SUB-PROGRAM OF THE LONG-TERM INCENTIVE PROGRAM 14 Terms and conditions applicable to Book Value Units under the Book Value Performance Program, a sub-program of the Long-Term Incentive Program 18 1. Book Value Units 14 18 2. Vesting Period 14 18 3. Settlement of Book Value Units 14 18 4. Vesting or forfeiture of Book Value Units following termination of Employment in specific circumstances 14 18 5. Forfeiture 14 21 6. Section 409A 14 21 7. No Dividend Equivalents 14 Schedules 21 Schedule 1. Definitions 16 22 2. Country specific variations 19 25 3. Notice Periods 26 4. Form for declining an Award 27 5. Form of Acknowledgement and Acceptance of the Terms and Conditions of the Plan (Mexico, Australia and Indonesia Only) 28 6. Form for Accepting an Award for Florida-Based Employees 29 Prudential Financial, Inc. 2018 2013 Long-Term Incentive Program This document contains the principal terms and conditions applicable to Awards granted in 2018 to employees under the Prudential Financial, Inc. 2016 Omnibus Incentive Plan (the Plan). Plan) for 2013. Specific provisions applicable to any employees selected to participate in any particular country are set out in Schedule 2. PART A: GENERAL TERMS AND CONDITIONS General terms and conditions 1. Purpose Prudential's 2018 2013 Long-Term Incentive Program (the Long-Term Program) is made available to employees subject to the terms of the Plan and is designed to strengthen the links between leadership, motivation and consistent performance. Employees selected to participate in the Long-Term Program may be granted Awards of Performance Units valued by reference to the book value of the Common Stock (the Book Value Units), Awards of Restricted Stock Units, Options, Performance Shares, Performance Units, or Book Value Units or a combination thereof, and will be advised of the Awards made to them in their own personalized compensation statement or a communication from their manager. The Parts of this document (other than this Part A which is relevant to all Awards granted under the Plan) that are relevant to you are the Part or Parts that relate to the type or types of Award that are granted to you under the Plan. The grant of Awards under the Long-Term Program is subject to the terms and conditions contained in the Plan document. This document describes the principal terms and conditions of Awards granted to employees under the Plan (the Terms). The Schedule 1 to these Terms contains the definitions used in these Terms. If there is any discrepancy between these Terms and the Plan document, or if there is a discrepancy between any information given by anyone acting on behalf of any member of the Company Group and the Plan document, the Plan document, as interpreted by the Compensation Committee, in its sole discretion, will always govern. View More
Purpose. Eligibility and grants 1 3. Acceptance of an Award 1 4. Taxes 1 5. Value of Awards 2 6. Covenant not to solicit; Notice Period requirement; other terms and restrictions 2 7. Compliance with Applicable Laws 5 4 8. Investment representation 5 4 9. Governing law 6 4 10. Electronic delivery and acceptance 6 4 11. No rights as a shareholder 6 5 12. Applicable Laws and Section 409A 6 5 13. Other terms 6 5 PART B: TERMS AND CONDITIONS APPLICABLE TO RESTRICTED STOCK UNITS UNDER THE LONG-TERM INCENTIVE P...ROGRAM 7 Terms and conditions applicable to Restricted Stock Units 6 1. Restricted Period 7 6 2. Settlement of Restricted Stock Units 7 6 3. Vesting or forfeiture of Restricted Stock Units following termination of Employment in specific circumstances 7 6 4. Section 409A 7 8 5. Dividend Equivalents 7 8 PART C: TERMS AND CONDITIONS APPLICABLE TO OPTIONS UNDER THE LONG-TERM INCENTIVE PROGRAM 9 Terms and conditions applicable to Options 10 1. Vesting and exercise 9 10 2. Exercise of Options 9 10 3. Option term 9 10 4. Exercise or forfeiture of Options following termination of Employment in specific circumstances 9 10 PART D: TERMS AND CONDITIONS APPLICABLE TO PERFORMANCE SHARES AND PERFORMANCE UNITS UNDER THE LONG-TERM PERFORMANCE PROGRAM, A SUB-PROGRAM OF THE LONG-TERM INCENTIVE PROGRAM 11 Terms and conditions applicable to Performance Shares and Performance Units under the Long-Term Performance Program, a sub-program of the Long-Term Incentive Program 13 1. Performance Cycle 11 13 2. Settlement of Performance Shares and Performance Units 11 13 3. Earnout: Performance Goals 11 13 4. Vesting or forfeiture of Performance Shares and Performance Units following termination of Employment in specific circumstances 12 14 5. Section 409A 12 16 6. Dividend Equivalents 13 17 PART E: TERMS AND CONDITIONS APPLICABLE TO BOOK VALUE UNITS UNDER THE BOOK VALUE PERFORMANCE PROGRAM, A SUB-PROGRAM OF THE LONG-TERM INCENTIVE PROGRAM 14 Terms and conditions applicable to Book Value Units under the Book Value Performance Program, a sub-program of the Long-Term Incentive Program 18 1. Book Value Units 14 18 2. Vesting Period 14 18 3. Settlement of Book Value Units 14 18 4. Vesting or forfeiture of Book Value Units following termination of Employment in specific circumstances 14 18 5. Forfeiture 14 21 6. Section 409A 14 21 7. No Dividend Equivalents 14 Schedules 21 Schedule 1. Definitions 16 22 2. Country specific variations 19 25 3. Notice Periods 26 4. Form for declining an Award 27 5. Form of Acknowledgement and Acceptance of the Terms and Conditions of the Plan (Mexico, Australia and Indonesia Only) 28 6. Form for Accepting an Award for Florida-Based Employees 29 Prudential Financial, Inc. 2018 2012 Long-Term Incentive Program This document contains the principal terms and conditions applicable to Awards granted in 2018 to employees under the Prudential Financial, Inc. 2016 Omnibus Incentive Plan (the Plan). Plan) for 2012. Specific provisions applicable to any employees selected to participate in any particular country are set out in Schedule 2. PART A: GENERAL TERMS AND CONDITIONS General terms and conditions 1. Purpose Prudential's 2018 2012 Long-Term Incentive Program (the Long-Term Program) is made available to employees subject to the terms of the Plan and is designed to strengthen the links between leadership, motivation and consistent performance. Employees selected to participate in the Long-Term Program may be granted Awards of Performance Units valued by reference to the book value of the Common Stock (the Book Value Units), Awards of Restricted Stock Units, Options, Performance Shares, Performance Units, or Book Value Units or a combination thereof, and will be advised of the Awards made to them in their own personalized compensation statement or a communication from their manager. The Parts of this document (other than this Part A which is relevant to all Awards granted under the Plan) that are relevant to you are the Part or Parts that relate to the type or types of Award that are granted to you under the Plan. The grant of Awards under the Long-Term Program is subject to the terms and conditions contained in the Plan document. This document describes the principal terms and conditions of Awards granted to employees under the Plan (the Terms). The Schedule 1 to these Terms contains the definitions used in these Terms. If there is any discrepancy between these Terms and the Plan document, or if there is a discrepancy between any information given by anyone acting on behalf of any member of the Company Group and the Plan document, the Plan document, as interpreted by the Compensation Committee, in its sole discretion, will always govern. View More
Purpose. Eligibility and grants 1 3. Acceptance of an Award 1 4. Taxes 1 5. Value of Awards 2 6. Covenant not to solicit; Notice Period requirement; other terms and restrictions 2 7. Compliance with Applicable Laws 5 4 8. Investment representation 5 4 9. Governing law 6 4 10. Electronic delivery and acceptance 6 4 11. No rights as a shareholder 6 5 12. Applicable Laws and Section 409A 6 5 13. Other terms 5 Part B: Terms and conditions applicable to Restricted Stock Units under the Long- Term Incentive Pr...ogram 6 PART B: TERMS AND CONDITIONS APPLICABLE TO RESTRICTED STOCK UNITS UNDER THE LONG-TERM INCENTIVE PROGRAM 7 1. Restricted Period 7 6 2. Settlement of Restricted Stock Units 7 6 3. Vesting or forfeiture of Restricted Stock Units following termination of Employment in specific circumstances 7 6 4. Section 409A 7 6 5. Dividend Equivalents 7 PART 6 Part C: TERMS AND CONDITIONS APPLICABLE TO OPTIONS UNDER THE LONG-TERM INCENTIVE PROGRAM 9 Terms and conditions applicable to Options under the Long-Term Incentive Program 8 1. Vesting and exercise 9 8 2. Exercise of Options 9 8 3. Option term 9 8 4. Exercise or forfeiture of Options following termination of Employment in specific circumstances 9 PART 8 Part D: TERMS AND CONDITIONS APPLICABLE TO PERFORMANCE SHARES AND PERFORMANCE UNITS UNDER THE LONG-TERM PERFORMANCE PROGRAM, A SUB-PROGRAM OF THE LONG-TERM INCENTIVE PROGRAM 11 Terms and conditions applicable to Performance Shares and Performance Units under the Long-Term Performance Program, a sub-program of the Long-Term Incentive Program 10 1. Performance Cycle 11 10 2. Settlement of Performance Shares and Performance Units 11 10 3. Earnout: Performance Goals 11 10 4. Vesting or forfeiture of Performance Shares and Performance Units following termination of Employment in specific circumstances 12 11 5. Section 409A 12 11 6. Dividend Equivalents 11 Part E: Terms and conditions applicable to Book Value Units under the Book Value Performance Program, a sub-program of the Long-Term Incentive Program 13 PART E: TERMS AND CONDITIONS APPLICABLE TO BOOK VALUE UNITS UNDER THE BOOK VALUE PERFORMANCE PROGRAM, A SUB-PROGRAM OF THE LONG-TERM INCENTIVE PROGRAM 14 1. Book Value Units 14 13 2. Vesting Period 14 13 3. Settlement of Book Value Units 14 13 4. Vesting or forfeiture of Book Value Units following termination of Employment in specific circumstances 14 13 5. Forfeiture 14 13 6. Section 409A 14 13 7. No Dividend Equivalents 14 13 Schedules 1. Definitions 16 15 2. Country specific variations 19 18 3. Notice Periods 26 4. Form for declining an Award 27 5. Form of Acknowledgement and Acceptance of the Terms and Conditions of the Plan (Mexico, Australia and Indonesia Only) 28 6. Form for Accepting an Award for Florida-Based Employees 29 20 Prudential Financial, Inc. 2018 2014 Long-Term Incentive Program This document contains the principal terms and conditions applicable to Awards granted in 2018 to employees under the Prudential Financial, Inc. 2016 Omnibus Incentive Plan (the Plan). Plan) for 2014. Specific provisions applicable to any employees selected to participate in any particular country are set out in Schedule 2. PART A: GENERAL TERMS AND CONDITIONS General terms and conditions 1. Purpose Prudential's 2018 2014 Long-Term Incentive Program (the Program) is made available to employees subject to the terms of the Plan and is designed to strengthen the links between leadership, motivation and consistent performance. Employees selected to participate in the Program may be granted Awards of Performance Units valued by reference to the book value of the Common Stock (the Book Value Units), Awards of Restricted Stock Units, Options, Performance Shares, Performance Units, or Book Value Units or a combination thereof, and will be advised of the Awards made to them in their own personalized compensation statement or a communication from their manager. The Parts of this document (other than this Part A which is relevant to all Awards granted under the Plan) that are relevant to you are the Part or Parts that relate to the type or types of Award that are granted to you under the Plan. The grant of Awards under the Program is subject to the terms and conditions contained in the Plan document. This document describes the principal terms and conditions of Awards granted to employees under the Plan (the Terms). Schedule 1 to these Terms contains the definitions used in these Terms. If there is any discrepancy between these Terms and the Plan document, or if there is a discrepancy between any information given by anyone acting on behalf of any member of the Company Group and the Plan document, the Plan document, as interpreted by the Compensation Committee, in its sole discretion, will always govern. View More