C » Topics » (b) Disability.

This excerpt taken from the C 10-Q filed Nov 6, 2009.

(b) Disability.

 

[(i) A restricted stock award will continue to vest during a Participant’s approved disability leave pursuant to a Company disability policy.  If Participant’s approved disability leave results in a termination of employment, any unvested portion of the Award will vest immediately and shares of Citigroup stock will be delivered to Participant following such termination.]

 

[(ii) A deferred [stock][cash] award will continue to vest during a Participant’s approved disability leave pursuant to a Company disability policy.  If Participant’s approved disability leave results in a [“separation from service,”][termination of employment,] any unvested portion of the Award will vest immediately and be [distributable][distributed] to Participant [on the 90th day following the “separation from service”][as soon as practicable after the termination] date.  [The provisions of this Section 6(b)(ii) shall not apply if prior to the commencement or during the period of any disability leave referred to above, Participant meets the conditions of Section 6(j), (k) or (l) below, in which case the Award will be administered in accordance with the applicable provisions of those Sections of this Agreement.]

 

[(iii) Notwithstanding the foregoing, if a Participant with a deferred [stock][cash] award provides proof satisfactory to the Company that Participant has been determined by the United States Social Security Administration to be totally disabled, any unvested portion of a deferred [stock][cash] award will vest and be distributed to Participant immediately.]

 

[(iv) An Option will continue to vest on schedule and may be exercised during a Participant’s approved disability leave (but not later than the Option expiration date).  If Participant’s approved disability leave results in a termination of employment, any unvested Option shares will vest immediately, and the Option may be exercised [until the Option expiration date][for up to [XX DAYS/MONTHS/YEARS] thereafter (but not later than the Option expiration date)][IF APPLICABLE:; the two year sale restriction imposed on Option shares will cease to apply and will not be imposed on any shares that may be acquired from a future exercise of the Option].]


(9) The terms and conditions of awards of long-term restricted stock to covered employees will be as prescribed by the Special Master, and may include, to the extent permitted by EESA or as modified to comply with EESA as determined by the Special Master, all or some of the provisions in sub-paragraphs (a) – (q) below.

 

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[(v) Notwithstanding the foregoing, if before the end of a period of approved disability leave (or determination of total disability by the United States Social Security Administration) Participant’s employment is terminated for any of the reasons described in Sections 6(a), (e), (f), (h) or (i), such applicable provisions shall apply instead of the provisions of this Section 6(b).]

 

These excerpts taken from the C 8-K filed Jan 21, 2009.
(b) Disability.  If, prior to the Award Termination Date, Participant provides proof satisfactory to the Company that Participant has been determined by the United States Social Security Administration to be totally disabled, any unvested portion of the Award will vest and the shares so vested and, if applicable, any previously vested shares, and accrued dividend equivalents, if applicable (less appropriate withholdings for the payment of taxes), will be distributed to Participant immediately.

(b) Disability.  The Option will continue to vest on schedule, and if vested, may continue to be exercised (but not later than the Option expiration date), during Participant’s approved disability leave, subject to satisfaction of the Grant Price Exercise Condition.  (i) If Participant’s approved disability leave results in a “separation from service,” any unvested Option shares will be cancelled, and any vested Option shares may be exercised, subject to satisfaction of the Grant Price Exercise Condition, until no later than the Option expiration date.  (ii) If Participant provides proof satisfactory to the Company that Participant has been determined by the United States Social Security Administration to be totally disabled, any unvested Option shares will vest, and vested Option shares may be exercised, subject to satisfaction of the Grant Price Exercise Condition, until no later than the Option expiration date.

This excerpt taken from the C 10-Q filed Oct 31, 2008.

(b) Disability.

 

(i) A restricted stock award will continue to vest during a Participant’s approved disability leave pursuant to a Company disability policy.  If Participant’s approved disability leave results in a “separation from service,” any unvested portion of the Award will vest immediately and shares of Citigroup stock will be delivered to Participant following such separation.

 

(ii) A deferred [stock][cash] award will continue to vest during a Participant’s approved disability leave pursuant to a Company disability policy.  If Participant’s approved disability leave results in a “separation from service,” any unvested portion of the Award will vest immediately and be distributed to Participant on the 90th day following the “separation from service” date.  [The provisions of this Section 6(b)(ii) shall not apply if prior to the commencement or during the period of any disability leave referred to above, Participant meets the conditions of Section 6(j), (k) or (l) below, in which case the Award will be administered in accordance with the applicable provisions of those Sections of this Agreement.]

 

(iii) Notwithstanding the foregoing, if a Participant with a deferred [stock][cash] award provides proof satisfactory to the Company that Participant has been determined by the United States Social Security Administration to be totally disabled, any unvested portion of a deferred [stock][cash] award will vest and be distributed to Participant immediately.

 

[(iv) An Option will continue to vest on schedule and may be exercised during a Participant’s approved disability leave (but not later than the Option expiration date).  If Participant’s approved disability leave results in a “separation from service,” any unvested Option shares will vest immediately, and the Option may be exercised for up to [XX DAYS/MONTHS/YEARS] thereafter (but not later than the Option expiration date); the two year sale restriction imposed on Option shares will cease to apply and will not be imposed on any shares that may be acquired from a future exercise of the Option.]

 

[(v) Notwithstanding the foregoing, if before the end of a period of approved disability leave (or determination of total disability by the United States Social Security Administration) Participant’s employment is terminated for any of the reasons described in Sections 6(a), (e), (f), (h) or (i), such applicable provisions shall apply instead of the provisions of this Section 6(b).]

 

This excerpt taken from the C 10-Q filed Aug 3, 2007.
(b)           Disability. For purposes of the Agreement, “Disability” shall mean an approved disability leave pursuant to a Company disability policy.  An Award will continue to vest on schedule during the first six months of Participant’s Disability.  In the event that Participant experiences a “separation from service” (within the meaning of Treas. Reg. 1.409A-1(h)(1)(i), but without regard to the last sentence thereof) from the Company as a result of his or her Disability, Participant will be entitled to receive a distribution of his or her Pro Rata Award during the Pro Rata Award Distribution Period.

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