AYI » Topics » Equity Award Agreements

This excerpt taken from the AYI DEF 14A filed Nov 24, 2008.
Equity Award Agreements
 
In addition to the accelerated vesting in the event of a change in control, equity award agreements generally provide for accelerated vesting as a result of the following events.
 
  •     Death/Disability. Stock options vest and are exercisable to the earlier of the expiration date or one year after the event. Restricted shares vest immediately.
 
  •     Retirement at Age 65. Options granted in April and December 2003 continue to vest and are exercisable to the earlier of the expiration date or five years after retirement. For options granted on or after December 1, 2005, vested options are exercisable to the earlier of the expiration date or five years after retirement. For performance-based restricted stock awards granted in October 2000 through January 2005, vesting continues subject to restrictive covenants. For restricted stock awards granted in December 2005 and later, unvested shares are forfeited.
 
  •     Early Retirement (Between Ages 55 and 65). Options granted in April and December 2003 continue to vest and are exercisable to the earlier of the expiration date or five years after retirement. For options granted on or after December 1, 2005, vested options are exercisable to the earlier of the expiration date or five years after retirement. For performance-based restricted stock awards granted in October 2000 through January 2005, vesting continues subject to restrictive covenants. For restricted stock awards granted in December 2005 and later, unvested shares are forfeited.


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The amounts that would vest for each named executive officer as a result of these events are the same as the amounts shown in the table above in the column “Value Realized on Accelerated Unvested Equity Awards.”
 
Equity Award Agreements
 
In addition to the accelerated vesting in the event of a change in control, equity award agreements generally provide for accelerated vesting as a result of the following events.
 
  •     Death/Disability. Stock options vest and are exercisable to the earlier of the expiration date or one year after event. Restricted shares vest immediately.
 
  •     Retirement at Age 65. Options granted in April and December 2003 continue to vest and are exercisable to the earlier of the expiration date or five years after retirement. For options granted on or after December 1, 2005, vested options are exercisable to the earlier of the expiration date or five years after

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  retirement. For performance-based restricted stock awards granted in October 2000 through January 2005, vesting continues subject to restrictive covenants. For restricted stock awards granted in December 2005 and later, unvested shares are forfeited.
 
  •     Early Retirement (Between Ages 55 and 65). Retirement at Age 65. Options granted in April and December 2003 continue to vest and are exercisable to the earlier of the expiration date or five years after retirement. For options granted on or after December 1, 2005, vested options are exercisable to the earlier of the expiration date or five years after retirement. For performance-based restricted stock awards granted in October 2000 through January 2005, vesting continues subject to restrictive covenants. For restricted stock awards granted in December 2005 and later, unvested shares are forfeited.
 
The amounts that would vest for each named executive officer as a result of these events are the same as the amounts shown in the table above in the column “Value Realized on Accelerated Unvested Equity Awards.”
 
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