Vesting Requirements Contract Clauses (83)

Vesting Requirements. Subject to Section 3 of this Agreement (the "Forfeiture of Performance RSUs" provision), Performance RSUs will become vested under one of the following circumstances, to the extent the Performance RSUs have not previously vested or become forfeited: · a •a percentage of the Initial Performance RSUs shall become vested on the third anniversary of the Date of Grant, provided you are still employed by BWXT (with the number in which you vest determined as described in Section 4 of this Agreement... (the "Number of Performance RSUs" provision));· if provision)); •if you terminate employment on or after the first anniversary of the Date of Grant but prior to the third anniversary of the Date of Grant due to Retirement (as defined below) or an involuntary termination by BWXT without Cause (in each case as defined below), Cause, you will be eligible to vest in a number of Performance RSUs equal to the product of (a) the number of Performance RSUs that would have vested if you would have remained in the continuous employ of BWXT until the third anniversary of the Date of Grant or the occurrence of a Change in Control that would otherwise result in vesting (whichever occurs first) multiplied by (b) a fraction, the numerator of which is the number of calendar days you are employed by BWXT during the Performance Period, and the denominator of which is the total number of calendar days in the Performance Period; · 100% •100% of the Initial Performance RSUs shall become vested prior to the third anniversary of the Date of Grant on the earliest to occur of: (a) the date of termination of your employment from BWXT due to death, or (b) your Disability, or (c) the date of a Change in Control; Disability; and · the •the Committee may provide for additional vesting under other circumstances, in its sole discretion. In the event of a Change in Control that occurs prior to the vesting or forfeiture of the Performance RSUs, the Performance RSUs shall be treated as set forth in Article 16 of the Plan. For purposes of this Agreement, "Retirement" means voluntary termination of employment with BWXT after attaining (i) at least 60 years of age and (ii) at least [5] [10] 10 [5 for key executives] years of service with BWXT (with years of service calculated by reference from your "adjusted service date," as determined by the Company). For purposes of this Agreement, "Cause" means that (a) you are convicted of (i) a felony or (ii) a misdemeanor involving fraud, dishonesty or moral turpitude, or (b) you engage in conduct that adversely affects or may reasonably be expected to adversely affect the business reputation or economic interests of BWXT, as determined in the sole judgment of the Committee. View More

Vesting Requirements. Subject to the terms and conditions of this Agreement and the Plan, the RSUs shall vest subject to the satisfaction of both a time-based vesting conditions condition, and performance-based vesting conditions. None none of the RSUs shall be considered earned until all such vesting conditions applicable to such RSUs are fully condition is satisfied. You shall be deemed to satisfy the time-based vesting conditions condition with respect to each tranche of RSUs upon your continuous provision of... service to the Company or an Affiliate as an employee or as an independent contractor in any managerial or governance capacity, or as a member of the Board or a board of an Affiliate ("Service"), from the Grant Date through the end of the Performance Period each Vesting Date reflected in the table at the beginning of this Agreement. The performance-based vesting conditions shall be satisfied upon the achievement of the performance objectives set forth in Appendix A. Notwithstanding any provision of this Agreement to the contrary, a maximum of 150% of the target number of RSUs reflected in the table at the beginning of this Agreement shall be eligible to become vested. Except as otherwise provided in Section 6, any RSUs that do not vest at the end of the Performance Period shall be forfeited. View More

Vesting Requirements. Subject to Section 3 of this Agreement (the "Forfeiture ("Forfeiture of RSUs" provision), the RSUs"), RSUs will become vested under one or more of the following circumstances, to the extent the RSUs have not previously vested or become forfeited as of the occurrence of such circumstance: forfeited: •in one-third (1/3) increments on the first, second and third anniversaries of the Date of Grant (the date of each, an "Anniversary Date"); Date"), provided you are still employed with BWXT; •if you... Retire your employment terminates due to Retirement (as defined below) on or after the first anniversary of the Anniversary Date of Grant and prior to the second anniversary of Anniversary Date, the Date of Grant, in one-half (1/2) increments of the then-outstanding remaining outstanding and unvested RSUs vest in one-half increments on the second and third anniversaries of the Date of Grant; Anniversary Dates; •if you Retire your employment terminates due to Retirement on or after the second anniversary of the Anniversary Date of Grant and prior to the third anniversary of the Date of Grant, Anniversary Date, 100% of the then-outstanding and unvested RSUs vest on the third anniversary of the Date of Grant; Anniversary Date; •100% of the then-outstanding and unvested RSUs on the earliest of the following earlier to occur of your death or your Disability prior to the third anniversary of the Date of Grant: (a) your death, or (b) your Disability; Anniversary Date; and •the Committee may provide for additional vesting under other circumstances, in its sole discretion. In the event of a Change in Control that occurs prior to the vesting or forfeiture of the RSUs, the RSUs shall be treated as set forth in Article 16 of the Plan. For purposes of this Agreement, the term "Retire" "Retirement" means to terminate termination of your employment with BWXT (other than for Cause) after attaining (i) at least 60 years of age and (ii) at least 10 [10] ] [5 for key executives] years of service with BWXT (with years of service calculated by reference from your "adjusted service date," as determined by the Company). View More

Vesting Requirements. Subject to Section 3 of this Agreement (the "Forfeiture of Performance RSUs" provision), Performance RSUs do not provide you with any rights or interest therein until they become vested under one of the following circumstances (each, a "Vesting Date"): · • on the third anniversary of the Date of Grant, March 1, 2019, provided you are still employed by BWXT (with the number in which you vest determined as described in Section 4 of this Agreement (the "Number of Performance RSUs" provision)); · provision); • 100% of the Initial Performance RSUs shall become vested prior to the third anniversary of the Date of Grant March 1, 2019 on the earliest to occur of: (a) the date of termination of your employment from BWXT due to death, (b) your Disability (as defined in the Plan), or (c) the date a Change in Control (as defined in the Plan) is consummated; and · • the Committee may provide for additional vesting under other circumstances, in its sole discretion. View More