This excerpt taken from the C 10-K filed Feb 23, 2007.
(4) Restricted Stock Award.
CGMI/GCIB shall cause to be granted to you a Citigroup Restricted Stock Award valued at $5 million. Such Award shall be granted to you within 30 days of your start date. The Award shall vest as follows: 50% on the later of September 20, 2005, or the one-year anniversary from your start date and 50% on September 20, 2006, provided you remained employed by CGMI/GCIB on such dates. Any unvested portion(s) of this Award shall be accelerated and paid to you should your employment be terminated by your dismissal by CGMI/GCIB without Cause, or at GCIBs discretion, a payment in cash (less customary payroll deductions) will be made to you for the value of the forfeited restricted stock based upon the value of the restricted stock on your termination date, or due to your death or, in the case of your disability, after 12 consecutive months of disability. Any unvested portion(s) of this Award shall be cancelled should your employment with CGMI/GCIB terminate for any other reason.