Grouped Into 18 Collections of Similar Clauses From Business Contracts
This page contains Restricted Stock clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Restricted Stock. 10.1 Restricted Stock. The Board of Directors may issue shares under the Plan for any consideration (including promissory notes and services) determined by the Board of Directors. Shares issued under the Plan shall be subject to the terms, conditions and restrictions determined by the Board of Directors; provided, however, that any award made under this Section 10 the vesting for which is time-based will provide for a restriction period of at least three years, with the restriction to lapse no m...ore quickly than with respect to one-third of the shares annually over the three-year restriction period. Subject to the provisions of the Plan, the restrictions may include restrictions concerning transferability, repurchase by the Company and forfeiture of the shares issued, together with any other restrictions determined by the Board of Directors. All Common Stock issued pursuant to this Section 10.1 shall be subject to a Restricted Stock Agreement, which shall be executed by the Company and the prospective recipient of the shares before the delivery of certificates representing the shares. The Agreement may contain any terms, conditions, restrictions, representations and warranties required by the Board of Directors. 10.2 Other Provisions. The certificates representing shares of restricted stock shall bear any legends required by the Board of Directors. The Company may require any participant receiving restricted stock to pay to the Company in cash or by check upon demand amounts necessary to satisfy any applicable federal, state or local tax withholding requirements. If the participant fails to pay the amount demanded, the Company or the Employer may withhold that amount from other amounts payable to the participant, including salary, subject to applicable law. With the consent of the Board of Directors, a participant may satisfy this obligation, in whole or in part, by instructing the Company to withhold from any shares to be issued or by delivering to the Company other shares of Common Stock; provided, however, that the number of shares so withheld or delivered shall not exceed the minimum amount necessary to satisfy the required withholding obligation. Upon the issuance of restricted stock, the number of shares reserved for issuance under the Plan shall be reduced by the number of shares issued.View More
Restricted Stock. 10.1 Restricted Stock. The Board of Directors may issue shares under the Plan for any such consideration (including promissory notes and services) as determined by the Board of Directors. Shares issued under the Plan shall be subject to the terms, conditions and restrictions determined by the Board of Directors; provided, however, that any award made under this Section 10 the vesting for which is time-based will provide for a restriction period of at least three years, with the restriction to la...pse no more quickly than with respect to one-third of the shares annually over the three-year restriction period. Subject to the provisions of the Plan, the Directors. The restrictions may include restrictions concerning transferability, repurchase by the Company and forfeiture of the shares issued, together with any such other restrictions as may be determined by the Board of Directors. All Common Stock issued pursuant to this Section 10.1 8 shall be subject to a Restricted Stock Agreement, purchase agreement, which shall be executed by the Company and the prospective recipient purchaser of the shares before the delivery of certificates representing such shares to the shares. purchaser. The Agreement purchase agreement may contain any terms, conditions, restrictions, representations and warranties required by the Board of Directors. 10.2 Other Provisions. The certificates representing the shares of restricted stock shall bear any legends required by the Board of Directors. The Company may require any participant receiving purchaser of restricted stock to pay to the Company in cash or by check upon demand amounts necessary to satisfy any applicable federal, state state, local, or local non-U.S. tax withholding requirements. If the participant purchaser fails to pay the amount demanded, the Company or the Employer may withhold that amount from other amounts payable to the participant, purchaser, including salary, subject to applicable law. With the consent of the Board of Directors, a participant purchaser may satisfy this obligation, in whole or in part, by instructing the Company to withhold from any shares to be issued or by delivering to the Company other shares of Common Stock; provided, however, that the number of shares so withheld or delivered shall not exceed the minimum maximum amount necessary to satisfy the required withholding obligation. tax obligation based on the maximum individual statutory rate in the applicable jurisdiction. Upon the issuance of restricted stock, the number of shares reserved for issuance under the Plan shall be reduced by the number of shares issued. issued, less the number of shares withheld or delivered to satisfy tax obligations. View More
Restricted Stock. In order to encourage the Participant's contribution to the successful performance of the Company, and in consideration of the covenants and promises of the Participant herein contained, the Company hereby grants to the Participant as of the Date of Grant, [ ] shares of Stock, subject to the conditions and restrictions set forth below and in the Plan (the "Restricted Stock"). The Participant acknowledges receipt of a copy of the Plan, and agrees that the shares of Restricted Stock granted hereun...der shall be subject to all of the terms and provisions of the Plan, including future amendments thereto, if any, pursuant to the terms thereof. In the event of any conflict between (a) the terms of this Agreement (including Annex A) and the Plan, the Plan shall control and (b) the terms of this Agreement (including Annex A) and any written employment agreement between the Participant and the Company in effect from time to time, such employment agreement as in effect from time to time shall control. Capitalized terms used in this Agreement that are not herein shall have the meanings given to them in the Plan.View More
Restricted Stock. In order to encourage the Participant's contribution to the successful performance of the Company, and in consideration of the covenants and promises of the Participant herein contained, the Company hereby grants to the Participant as of the Date of Grant, [ ] shares of Stock, subject to the conditions and restrictions set forth below and in the Plan (the "Restricted Stock"). The Participant acknowledges receipt of a copy of the Plan, and agrees that the shares of Restricted Stock granted hereun...der shall be subject to all of the terms and provisions of the Plan, including future amendments thereto, if any, pursuant to the terms thereof. In the event of any conflict between (a) the terms of this Agreement (including Annex A) and the Plan, the Plan shall control and (b) the terms of this Agreement (including Annex A) and any written employment agreement between the Participant and the Company in effect from time to time, such employment agreement as in effect from time to time shall control. Capitalized terms used in this Agreement that are not herein shall have the meanings given to them in the Plan. View More
Restricted Stock. (a) Grant of Restricted Stock. Subject to the terms and conditions of the Plan, Restricted Stock may be granted to Participants at any time as shall be determined by the Administrator, in its sole discretion. Subject to Section 6(b) hereof as well as the Plan Minimum Vesting Requirements set forth in Sections 4(b)(vi) and 4(d) hereof, the Administrator shall have complete discretion to determine (i) the number of Shares subject to a Restricted Stock award granted to any Participant, and (ii) the... conditions that must be satisfied, which typically will be based principally or solely on continued provision of services but may include a performance-based component, upon which is conditioned the grant, vesting or issuance of Restricted Stock. (b) Other Terms. The Administrator, subject to the provisions of the Plan, shall have complete discretion to determine the terms and conditions of Restricted Stock granted under the Plan; provided that Restricted Stock may only be issued in the form of Shares. Restricted Stock grants shall be subject to the terms, conditions, and restrictions determined by the Administrator at the time the stock or the restricted stock unit is awarded. The Administrator may require the recipient to sign a Restricted Stock Award agreement as a condition of the award. Any certificates representing the Shares of stock awarded shall bear such legends as shall be determined by the Administrator. (c) Restricted Stock Award Agreement. Each Restricted Stock grant shall be evidenced by an agreement that shall specify the purchase price (if any) and such other terms and conditions as the Administrator, in its sole discretion, shall determine; provided; however, that if the Restricted Stock grant has a purchase price, such purchase price must be paid no more than seven (7) years following the date of grant.View More
Restricted Stock. (a) Grant (a)Grant of Restricted Stock. Subject to the terms and conditions of the Plan, Restricted Stock may be granted to Participants Service Providers at any time and from time to time as shall be determined by the Administrator, in its sole discretion. Subject to Section 6(b) hereof as well as the Plan Minimum Vesting Requirements set forth in Sections 4(b)(vi) and 4(d) hereof, the The Administrator shall have complete discretion to determine (i) the number of Shares subject to a Restricted... Stock award Award granted to any Participant, and (ii) the conditions that must be satisfied, the vesting of which typically will be based principally or solely on continued provision of services but may include and/or satisfaction of Performance Goals. Once the Shares are issued, voting, dividend and other rights as a performance-based component, upon which is conditioned the grant, vesting or issuance of stockholder shall exist with respect to Restricted Stock. (b) Other (b)Other Terms. The Administrator, subject to the provisions of the Plan, shall have complete discretion to determine the terms and conditions conditions, including the purchase price, if any, of Restricted Stock granted under the Plan; provided that Restricted Stock may only be issued in the form of Shares. Plan. Restricted Stock grants shall be subject to the terms, conditions, and restrictions determined by the Administrator at the time the stock or the restricted stock unit is awarded. The Administrator may require the recipient to sign a Restricted Stock Award agreement as a condition of the award. is granted. Any certificates representing the Shares of stock awarded Restricted Stock shall bear such legends as shall be determined by the Administrator. (c) Restricted (c)Restricted Stock Award Agreement. Documentation. Each Restricted Stock grant shall be evidenced by an agreement Award Documentation (a "Restricted Stock Award Documentation") that shall specify the purchase price (if any) and such other terms conditions, and conditions restrictions as the Administrator, in its sole discretion, shall determine; provided; however, that if the Restricted Stock grant has a purchase price, such purchase price must be paid no more than seven (7) years following the date of grant. determine. View More
Restricted Stock. 8.1.1 No awards of restricted stock shall be granted under this Plan after ten (10) years from the date of adoption of this Plan by the Board. 8.1.2 The Administrator may issue shares under the Plan as a grant or for such consideration (including services, and, subject to the Sarbanes-Oxley Act of 2002, promissory notes) as determined by the Administrator. Shares issued under the Plan shall be subject to the terms, conditions and restrictions determined by the Administrator. The restrictions may... include restrictions concerning transferability, repurchase by the Company and forfeiture of the shares issued, together with such other restrictions as may be determined by the Administrator. If shares are subject to forfeiture or repurchase by the Company, all dividends or other distributions paid by the Company with respect to the shares may be retained by the Company until the shares are no longer subject to forfeiture or repurchase, at which time all accumulated amounts shall be paid to the recipient. All Common Stock issued pursuant to this Section 8 shall be subject to a purchase or grant agreement, which shall be executed by the Company and the prospective recipient of the shares prior to the delivery of certificates representing such shares to the recipient. The purchase or grant agreement may contain any terms, conditions, restrictions, representations and warranties required by the Administrator. The certificates representing the shares shall bear any legends required by the Administrator. The Administrator may require any purchaser of restricted stock to pay to the Company in cash upon demand amounts necessary to satisfy any applicable federal, state or local tax withholding requirements. If the purchaser fails to pay the amount demanded, the Administrator may withhold that amount from other amounts payable by the Company to the purchaser, including salary, subject to applicable law. With the consent of the Administrator in its sole discretion, a purchaser may deliver Common Stock to the Company to satisfy this withholding obligation. Upon the issuance of restricted stock, the number of shares reserved for issuance under the Plan shall be reduced by the number of shares issued and not delivered to or retained by the Company to satisfy the withholding obligations attendant to the vesting of the Restricted Stock. 8.2 Changes in Capital Structure. In the event of a change in the Company's capital structure, as described in Section 6.1.1, appropriate adjustments shall be made by the Administrator, in its sole discretion, in the number and class of restricted stock subject to this Plan and the restricted stock outstanding under this Plan; provided, however, that the Company shall not be required to issue fractional shares as a result of any such adjustments. 8.3 Corporate Transactions. In the event of a Corporate Transaction, as defined in Section 6.1.2 hereof, to the extent not previously forfeited, all restricted stock with respect to which restrictions have not yet lapsed shall be forfeited immediately prior to the consummation of such Corporate Transaction unless the Administrator determines otherwise in its sole discretion; provided, however, that the Administrator, in its sole discretion, may remove any restrictions as to any restricted stock. The Administrator may, in its sole discretion, provide that all outstanding restricted stock participate in the Corporate Transaction with an equivalent stock substituted by an applicable successor corporation subject to the restriction. 6 9. EMPLOYMENT OR CONSULTING RELATIONSHIP Nothing in this Plan or any Option granted hereunder shall interfere with or limit in any way the right of the Company or of any of its Affiliates to terminate the employment, consulting or advising of any optionee or restricted stock holder at any time, nor confer upon any optionee or restricted stock holder any right to continue in the employ of, or consult or advise with, the Company or any of its Affiliates.View More
Restricted Stock. 8.1.1 7.1.1 No awards grants or sales of restricted stock Restricted Stock shall be granted made under this the Plan after ten (10) 10 years from the date of adoption of this the Plan by the Board. 8.1.2 7.1.2 The Administrator may issue shares Restricted Stock under the Plan as a grant or for such consideration (including past or future services, any benefit to the Company, and, subject to the Sarbanes-Oxley Act of 2002, applicable law, recourse promissory notes) as determined by the Administra...tor. Shares issued under the Plan shall be subject to the and such other terms, conditions and restrictions as determined by the Administrator. The restrictions may include restrictions concerning transferability, repurchase by the Company and forfeiture of the shares issued, together with such other restrictions as may be determined by the Administrator. If shares are subject to forfeiture or repurchase by the Company, all dividends or other distributions paid by the Company with respect to the shares may be retained by the Company until the shares are no longer subject to forfeiture or repurchase, at which time all accumulated amounts shall be paid to the recipient. 7.1.3 All Common Stock issued pursuant to this Section 8 7.1 shall be subject to a purchase or grant an agreement, which shall be executed by the Company and the prospective recipient of the shares Common Stock prior to the delivery of certificates representing such shares stock to the recipient. The purchase or grant agreement may contain any terms, conditions, restrictions, representations and warranties required by the Administrator. The certificates representing the shares shall bear any legends required by the Administrator. 7.1.4 The Administrator may require any purchaser or grantee of restricted stock Restricted Stock to pay to the Company in cash cash, upon demand demand, amounts necessary to satisfy any applicable federal, state or local tax withholding requirements. If the purchaser or grantee fails to pay the amount demanded, the Administrator may withhold that amount from other amounts payable by the Company to the purchaser, purchaser or grantee, including salary, subject to applicable law. With the consent of the Administrator in its sole discretion, a purchaser may deliver Common Stock to the Company to satisfy this withholding obligation. Upon the issuance of restricted stock, the number of shares reserved for issuance under the Plan shall be reduced by the number of shares issued and not delivered to or retained by the Company to satisfy the withholding obligations attendant to the vesting of the Restricted Stock. 8.2 Changes in Capital Structure. In the event of a change in the Company's capital structure, as described in Section 6.1.1, appropriate adjustments shall be made by the Administrator, in its sole discretion, in the number and class of 9 7.2 Corporate Transactions. All restricted stock subject to this Plan and forfeiture as of the restricted stock outstanding under this Plan; provided, however, that the Company shall not be required to issue fractional shares as a result occurrence of any such adjustments. 8.3 Corporate Transactions. In the event of a Corporate Transaction, as defined in Section 6.1.2 hereof, to the extent not previously forfeited, all restricted stock with respect to which restrictions have not yet lapsed Transaction shall be forfeited immediately prior to the consummation of such Corporate Transaction unless the Administrator determines otherwise in its sole discretion; provided, however, that the discretion. The Administrator, in its sole discretion, may remove any restrictions as to any outstanding restricted stock. The Administrator may, in its sole discretion, provide that all outstanding restricted stock participate in the Corporate Transaction with an equivalent stock substituted by an applicable successor corporation subject to the restriction. 6 9. EMPLOYMENT OR CONSULTING RELATIONSHIP Nothing in this The Company shall have no obligation to register or qualify such issuance under the Securities Act or other securities laws. 10 12.AMENDMENTS TO PLAN The Board may at any time amend, alter, suspend or discontinue the Plan. Without the consent of a Grantee or holder of Restricted Stock, no amendment, alteration, suspension or discontinuance may adversely affect such person's outstanding Option(s), SAR(s) or the terms applicable to Restricted Stock except to conform the Plan and ISOs granted under the Plan to the requirements of federal or other tax laws relating to ISOs. No amendment, alteration, suspension or discontinuance to the Plan shall require stockholder approval unless (a) stockholder approval is required to preserve incentive stock option treatment for federal income tax purposes; (b) the Board otherwise concludes that stockholder approval is advisable; or (c) such approval is required under the rules of any Option granted hereunder shall interfere with or limit in any way the right securities exchange on which securities of the Company or of any of its Affiliates to terminate the employment, consulting or advising of any optionee or restricted stock holder at any time, nor confer upon any optionee or restricted stock holder any right to continue in the employ of, or consult or advise with, the Company or any of its Affiliates. are registered. View More
Restricted Stock. The Committee may award Restricted Stock to any eligible Grantee. Each Award of Restricted Stock under this Plan shall be evidenced by a written agreement between the Company and the Grantee (the "Restricted Stock Agreement"), in such form as the Committee shall from time to time approve. The Restricted Stock shall be subject to all applicable terms of this Plan. The provisions of the various Restricted Stock Agreements entered into under this Plan need not be identical. The Restricted Stock Agr...eement shall comply with and be subject to Section 6 and the following terms and conditions, unless otherwise specifically provided in the Restricted Stock Agreement and not inconsistent with this Plan or Applicable Law: 11.1. Purchase Price. Each Restricted Stock Agreement shall state the amount, if any, to be paid by the Grantee, if any, in consideration for the issuance of the Restricted Stock and the terms of payment thereof, which may include payment in cash or, subject to the Committee's approval, by issuance of promissory notes or other evidence of indebtedness (prior to the Company becoming publicly held) on such terms and conditions as determined by the Committee. 13 11.2. Restrictions. Restricted Stock may not be sold, assigned, transferred, pledged, hypothecated or otherwise disposed of, except by will or the laws of descent and distribution (in which case they shall be transferred subject to all restrictions then or thereafter applicable thereto), until such Restricted Stock shall have vested (the period from the date on which the Award is granted until the date of vesting of the Restricted Stock thereunder being referred to herein as the "Restricted Period"). The Committee may also impose such additional or alternative restrictions and conditions on the Restricted Stock, as it deems appropriate, including the satisfaction of performance criteria. Such performance criteria may include, but are not limited to, sales, earnings before interest and taxes, return on investment, earnings per share, any combination of the foregoing or rate of growth of any of the foregoing, as determined by the Committee or pursuant to the provisions of any Company policy required under mandatory provisions of Applicable Law. Certificates for shares issued pursuant to Restricted Stock Awards, if issued, shall bear an appropriate legend referring to such restrictions, and any attempt to dispose of any such shares in contravention of such restrictions shall be null and void and without effect. Such certificates may, if so determined by the Committee, be held in escrow by an escrow agent appointed by the Committee. In determining the Restricted Period of an Award the Committee may provide that the foregoing restrictions shall lapse with respect to specified percentages of the awarded Restricted Stock on successive anniversaries of the date of such Award. 11.3. Forfeiture; Repurchase. Subject to such exceptions as may be determined by the Committee, if the Grantee's continuous employment with or service to the Company or any Affiliate thereof shall terminate (such that Grantee is no longer a Service Provider of neither the Company nor any Affiliate thereof) for any reason prior to the expiration of the Restricted Period of an Award or prior to the timely payment in full of the Exercise Price of any restricted Stock, any Restricted Stock remaining subject to vesting or with respect to which the purchase price has not been paid in full, shall thereupon be forfeited, transferred to, and redeemed, repurchased or cancelled by, as the case may be, in any manner as set forth in Section 6.6.2(i) through (v), subject to Applicable Law and the Grantee shall have no further rights with respect to such Restricted Stock. 11.4. Ownership. During the Restricted Period the Grantee shall possess all incidents of ownership of such Restricted Stock, subject to Section 6.9 and Section 11.2, including the right to vote; provided however, that any right to receive dividends shall be conditioned on complying with the Restricted Period with respect to such Shares. All securities, if any, received by a Grantee with respect to Restricted Stock as a result of any stock split, stock dividend, combination of shares, or other similar transaction shall be subject to the restrictions applicable to the original Award.View More
Restricted Stock. The Committee may award shares of Restricted Stock to any eligible Grantee. executive officer, employee, director or consultant of the Company or of any Subsidiary. Each Award award of Restricted Stock under this the Plan shall be evidenced by a written agreement Agreement between the Company and the Grantee (the "Restricted Stock Agreement"), Grantee, in such form as the Committee shall from time to time approve. The Restricted Stock shall be subject to all applicable terms of this Plan. The pr...ovisions of the various Restricted Stock Agreements entered into under this Plan need not be identical. The Restricted Stock approve, which Agreement shall comply with and be subject to Section 6 and the following terms and conditions, unless otherwise specifically provided in the Restricted Stock Agreement and not inconsistent with this Plan or Applicable Law: 11.1. Purchase Price. such Agreement: (a) NUMBER OF SHARES. Each Restricted Stock Agreement shall state the amount, if any, number of shares of Restricted Stock to be paid by the Grantee, if any, in consideration for the issuance of the Restricted Stock and the terms of payment thereof, which may include payment in cash or, subject to the Committee's approval, by issuance an award. (b) RESTRICTIONS. Shares of promissory notes or other evidence of indebtedness (prior to the Company becoming publicly held) on such terms and conditions as determined by the Committee. 13 11.2. Restrictions. Restricted Stock may not be sold, assigned, transferred, pledged, hypothecated or otherwise disposed of, except by will or the laws of descent and distribution (in which case they distribution, for such period as the Committee shall be transferred subject to all restrictions then or thereafter applicable thereto), until such Restricted Stock shall have vested (the period determine from the date on which the Award award is granted until the date of vesting of the Restricted Stock thereunder being referred to herein as the (the "Restricted Period"). The Committee may also impose such additional or alternative restrictions and conditions on the Restricted Stock, shares as it deems appropriate, including appropriate including, but not limited to, the satisfaction of performance criteria. Such performance criteria may include, but are not limited to, include sales, earnings before interest and taxes, return on investment, earnings per share, any combination of the foregoing or rate of growth of any of the foregoing, as determined by the Committee or pursuant to the provisions of any Committee. The Company policy required under mandatory provisions of Applicable Law. Certificates may, at its option, maintain issued shares in book entry form. Certificates, if any, for shares of stock issued pursuant to Restricted Stock Awards, if issued, awards shall bear an appropriate legend referring to such restrictions, and any attempt to dispose of any such shares of stock in contravention of such restrictions shall be null and void and without effect. Such During the Restricted Period, any such certificates may, if so determined by the Committee, shall be held in escrow by an escrow agent appointed by the Committee. In determining the Restricted Period of an Award award, the Committee may provide that the foregoing restrictions shall lapse with respect to specified percentages of the awarded Restricted Stock shares on successive anniversaries of the date of such Award. 11.3. Forfeiture; Repurchase. award. 6 (c) FORFEITURE. Subject to such exceptions as may be determined by the Committee, if the Grantee's continuous employment Continuous Service with or service to the Company or any Affiliate thereof Subsidiary shall terminate (such that Grantee is no longer a Service Provider of neither the Company nor any Affiliate thereof) for any reason prior to the expiration of the Restricted Period of an Award or prior to the timely payment in full of the Exercise Price of award, any restricted Stock, any Restricted Stock shares remaining subject to vesting or with respect to which restrictions (after taking into account the purchase price has not been paid in full, provisions of Subsection (e) of this Section 9) shall thereupon be forfeited, forfeited by the Grantee and transferred to, and redeemed, repurchased retired by, the Company without cost to the Company or cancelled by, as such Subsidiary, and such shares shall become available for subsequent grants of awards under the case may be, in any manner as set forth in Section 6.6.2(i) through (v), subject to Applicable Law and Plan, unless otherwise determined by the Grantee shall have no further rights with respect to such Restricted Stock. 11.4. Ownership. Committee. (d) OWNERSHIP. During the Restricted Period Period, the Grantee shall possess all incidents of ownership of such Restricted Stock, shares, subject to Subsection (b) of this Section 6.9 and Section 11.2, 9, including the right to vote; provided however, that any right to receive dividends with respect to such shares and to vote such shares. (e) ACCELERATED LAPSE OF RESTRICTIONS. Upon the occurrence of any of the events specified in Section 12 of the Plan (and subject to the conditions set forth therein), all restrictions then outstanding on any shares of Restricted Stock awarded under the Plan shall be conditioned on complying with lapse as of the applicable date set forth in Section 12. The Committee shall have the authority (and the Agreement may so provide) to cancel all or any portion of any outstanding restrictions prior to the expiration of the Restricted Period with respect to such Shares. All securities, if any, received by a Grantee with respect to any or all of the shares of Restricted Stock awarded on such terms and conditions as a result of any stock split, stock dividend, combination of shares, or other similar transaction the Committee shall be subject to the restrictions applicable to the original Award. deem appropriate. View More
Restricted Stock. The restricted stock grants shall be made following fiscal year end, after the compensation committee has had a reasonable amount of time to review the audited fiscal year end financials. Restricted Stock Grant potential of 25,000 shares per year (the "Target Equity Award") Criteria Amount of shares Evaluation metric Approved by BOD Achievement of any of the individual goals (above) 50% = 12,500 shares Discretion of Compensation Committee w/BOD Approval Discretion of Compensation Committee w/BOD... Approval 50% = 12,500 shares Based on overall performance of the Company (AFFO per share growth, acquisitions, total return performance and any item the compensation committee deems relevant) B. Subject to the exceptions set forth in Section 12 below, Employee must be employed on each of the above dates in order for the Stock Grant associated with that date to vest as set forth herein.View More
Restricted Stock. The Employee may be eligible to receive annual restricted stock grants shall be made following fiscal year end, determined in the sole discretion of the Compensation Committee after the compensation committee it has had a reasonable amount of time to review the audited fiscal year end financials. During the Term, the Restricted Stock Grant shall be determined based on the following table: Restricted Stock Grant potential of 25,000 12,500 shares per year (the "Target Equity Award") "Stock Grant")... Criteria Amount of shares Evaluation metric Approved by BOD Achievement of any of the individual goals (above) 50% = 12,500 6,250 shares Discretion of Compensation Committee w/BOD w/Board Approval Discretion of Compensation Committee w/BOD Approval 50% = 12,500 6,250 shares Based on overall performance of the Company Corporation (AFFO per share growth, acquisitions, total return performance and any item the compensation committee deems relevant) B. Subject to the exceptions set forth in Section 12 below, Employee must be employed on each of the above dates in order for the Stock Grant associated with that date to vest as set forth herein. View More
Restricted Stock. 7.1.Grant of Restricted Stock. 7.2.The Restricted Period. 7.3.Escrow. 7.4.Dividends on Restricted Stock. 7.5.Forfeiture. 7.6.Expiration of Restricted Period. 7.7.Rights as a Shareholder.
Restricted Stock. (a) The parties acknowledge that the WTI Compensation Committee granted to you shares of Restricted Stock under the 2016 Equity Plan and subject to the terms of the associated Restricted Stock Agreements dated as of the dates set forth on Appendix A (the "Restricted Stock Agreements"). The shares of Restricted Stock are subject to the terms and conditions of the respective Restricted Stock Agreements, provided however, notwithstanding anything to the contrary in any of the Restricted Stock Agree...ments, (i) for purposes of the Restricted Stock Agreements, Change of Control henceforth shall have the meaning as set forth below; (ii) in the event of an Involuntary Termination (as defined below) of your employment, (I) you shall be entitled to accelerated vesting only with respect to the shares of Restricted Stock, if any, that would have vested during the Post-Employment Period, (II) vesting shall otherwise cease as of the Date of Termination, but your non-vested shares of Restricted Stock will not be forfeited until the last day of the Post-Employment Period, and (III) if a Change of Control occurs during the Post-Employment Period, you shall be entitled to the same vesting with respect to the shares of Restricted Stock as you would have if you had been employed on the date of the Change of Control. (b) You and the Company agree that the arbitration provisions set forth in Appendix B to this letter shall supersede and shall govern any arbitration proceeding between you and the Company set forth in any Restricted Stock Agreements between you and WTI. (c) The provisions of this Paragraph 3 shall be deemed to amend the Restricted Stock Agreements. The Company and WTI each agree that all future grants to you of stock options, restricted stock and restricted stock units with respect to WTI common stock shall provide for (i) a definition of Change of Control consistent with this letter and acceleration of time-based vesting and continuance of the time-based stock options, restricted stock awards and restricted stock unit awards beyond termination of employment in the same manner as provided in this Paragraph 3 and (ii) arbitration provisions consistent with the provisions of Appendix B to this letter.View More
Restricted Stock. (a) You will be entitled to a restricted stock grant of 250,000 shares of WTI's common stock ("Restricted Stock") under WTI's 2016 Equity Plan effective on the date you have formally resigned from the Board of Directors of WTI ("Grant Date"). The parties acknowledge that the WTI Compensation Committee granted to you shares of Restricted Stock under will vest in three equal annual installments commencing on the 2016 Equity Plan first anniversary of the Grant Date and shall be subject to the terms... of the associated Restricted Stock Agreements dated as of the dates set forth on Appendix A (the "Restricted Stock Agreements"). The shares WTI's standard form of Restricted Stock are subject Agreement for Executive Officers to be entered into on or about the terms and conditions of the respective Restricted Stock Agreements, Grant Date, provided however, notwithstanding anything to the contrary in any of the Restricted Stock Agreements, Agreement, (i) for purposes of the Restricted Stock Agreements, Agreement, Change of Control henceforth shall have the meaning as set forth below; (ii) in the event of an Involuntary Termination (as defined below) of your employment, (I) you shall be entitled to accelerated vesting only with respect to the shares of Restricted Stock, if any, that would have vested during the Post-Employment Period, (II) vesting shall otherwise cease as of the Date of Termination, but your non-vested shares of Restricted Stock will not be forfeited until the last day of the Post-Employment Period, and (III) if a Change of Control occurs during the Post-Employment Period, you shall be entitled to the same vesting with respect to the shares of Restricted Stock as you would have if you had been employed on the date of the Change of Control. (b) You and the Company agree that the arbitration provisions set forth in Appendix B to this letter shall supersede and shall govern any arbitration proceeding between you and the Company set forth in any Restricted Stock Agreements between you and WTI. (c) The provisions of this Paragraph 3 shall be deemed to amend the Restricted Stock Agreements. Agreement. The Company and WTI each agree that all future grants to you of stock options, restricted stock and restricted stock units with respect to WTI common stock shall provide for (i) a definition of Change of Control consistent with this letter and acceleration of time-based vesting and continuance of the time-based stock options, restricted stock awards and restricted stock unit awards beyond termination of employment in the same manner as provided in this Paragraph 3 and (ii) arbitration provisions consistent with the provisions of Appendix B to this letter. View More
