COGO » Topics » Performance shares

These excerpts taken from the COGO 10-K filed Mar 16, 2009.

Performance Shares

Performance share awards entitle the participant to acquire shares of stock upon attaining specified performance goals.

Performance Shares

STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">Performance share awards entitle the participant to acquire shares of stock upon attaining specified performance goals.

STYLE="margin-top:18px;margin-bottom:0px; margin-left:2%">Restricted Stock

A restricted stock
award is a grant or sale of stock to the participant, subject to the Company’s right to repurchase all or part of the shares at their purchase price (or to require forfeiture of such shares if purchased at no cost) in the event that conditions
specified

 


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by the Committee in the award are not satisfied prior to the end of the time period during which the shares subject to the award may be repurchased by or
forfeited to the Company. The purchase price for each share of restricted stock may not be less than the par value of the Company’s Common Stock.

FACE="Times New Roman" SIZE="2">Additional Terms

Except as provided in the 2006 Plan, awards granted under the 2006 Plan are not
transferable and may be exercised only by the respective grantees during their lifetime or by their guardian or legal representative. Each award agreement will specify, among other things, the effect on an award of the disability, death, retirement,
authorized leave of absence or other termination of employment. The Company may require a participant to pay the Company the amount of any required withholding in connection with the grant, vesting, exercise or disposition of an award. A participant
is not considered a stockholder with respect to the shares underlying an award until the shares are issued to the participant.

SIZE="2">Amendments

The 2006 Plan is effective for 10 years, unless it is sooner terminated or suspended. The Committee may at any
time amend, alter, suspend or terminate the 2006 Plan; provided, that no amendment requiring stockholder approval will be effective unless such approval has been obtained. No termination or suspension of the 2006 Plan will affect an award which is
outstanding at the time of the termination or suspension.

Performance shares

A summary of performance shares activity is as follows:

 

     Shares     Weighted average
Grant-date fair value
           USD

Balance as of January 1, 2006

   —       —  

Granted on July 21, 2006 (note i)

   104,000     10.12

Vested

   (34,667 )   10.12
          

Balance as of December 31, 2006

   69,333     10.12

Vested

   (69,333 )   10.12
          

Balance as of December 31, 2007 and 2008

   —       —  
          

Note i The performance awards vest in equal quarterly installments over three quarters from October 1, 2006 to June 30, 2007 and were subject to a company-wide performance goal which was achieved for the year ended December 31, 2006.

No performance shares were vested during the year ended December 31, 2008. The aggregate fair value of performance shares vested during the years ended December 31, 2007 and 2006 was USD702 and USD351, respectively.

 

(d) 2006 Incentive Plan

On December 20, 2006, the Board of Directors adopted the 2006 Equity Incentive Plan (the “2006 Incentive Plan”) pursuant to which 4,800,000 shares of the Company’s common stock are reserved for issuance upon exercise of stock options, and for the issuance of stock appreciation rights, restricted stock awards and performance shares. The purpose of the 2006 Incentive Plan is to provide additional incentive to employees, directors, advisors and consultants. The 2006 Incentive Plan provides for a term of 10 years from the date of its adoption by the Board of Directors, after which no awards may be made, unless the 2006 Incentive Plan is early terminated by the Board.

 

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COGO GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share data)

 

Performance shares

STYLE="margin-top:6px;margin-bottom:0px; margin-left:4%">A summary of performance shares activity is as follows:

 
























































































   Shares  Weighted average
SIZE="1">Grant-date fair value
      USD

Balance as of January 1, 2006

  —    —  

Granted on July 21, 2006 (note i)

  104,000  10.12

Vested

  (34,667) 10.12
      

Balance as of December 31, 2006

  69,333  10.12

Vested

  (69,333) 10.12
      

Balance as of December 31, 2007 and 2008

  —    —  
      

Note i The performance awards vest in equal quarterly installments over three quarters from
October 1, 2006 to June 30, 2007 and were subject to a company-wide performance goal which was achieved for the year ended December 31, 2006.

FACE="Times New Roman" SIZE="2">No performance shares were vested during the year ended December 31, 2008. The aggregate fair value of performance shares vested during the years ended December 31, 2007 and 2006 was USD702 and USD351,
respectively.

 





(d)2006 Incentive Plan

On December 20,
2006, the Board of Directors adopted the 2006 Equity Incentive Plan (the “2006 Incentive Plan”) pursuant to which 4,800,000 shares of the Company’s common stock are reserved for issuance upon exercise of stock options, and for the
issuance of stock appreciation rights, restricted stock awards and performance shares. The purpose of the 2006 Incentive Plan is to provide additional incentive to employees, directors, advisors and consultants. The 2006 Incentive Plan provides for
a term of 10 years from the date of its adoption by the Board of Directors, after which no awards may be made, unless the 2006 Incentive Plan is early terminated by the Board.

SIZE="1"> 


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COGO GROUP, INC.

SIZE="2">NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except share data)

SIZE="1"> 


This excerpt taken from the COGO 10-Q filed Nov 7, 2008.

Performance shares

A summary of performance shares activity is as follows:

 

     Shares    Weighted average
Grant-date fair value
          USD

Balance as of January 1, 2008

   270,000    16.03

Granted on March 27, 2008 (note i)

   160,000    10.85

Vested

   —      —  
         

Balance as of September 30, 2008

   430,000    14.1
         

 

Note i:   The performance awards vest in three equal installments on December 31, 2008, December 31, 2009 and December 31, 2010 and is subject to the Company meeting certain earnings and other performance measures in 2008, 2009 and 2010.

 

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The total fair value of non-vested performance shares granted through September 30, 2008 was $1,736 thousand. Performance-based non-vested share awards are recognized as compensation expense based on the fair value on the date of grant, the number of shares ultimately expected to vest and the vesting period.

This excerpt taken from the COGO 10-Q filed Aug 8, 2008.

Performance shares

A summary of performance shares activity is as follows:

 

     Shares    Weighted average
Grant-date fair value
          USD

Balance as of January 1, 2008

   270,000    16.03

Granted on March 27, 2008 (note i)

   160,000    10.85

Vested

   —      —  
         

Balance as of June 30, 2008

   430,000    14.10
         

 

Note i:   The performance awards vest in three equal installments on December 31, 2008, December 31, 2009 and December 31, 2010 and is subject to the Company meeting certain earnings and other performance measures in 2008, 2009 and 2010.

The total fair value of non-vested performance shares granted through June 30, 2008 was $6,064 thousand. Performance-based non-vested share awards are recognized as compensation expense for the fair value on the date of grant, the number of shares ultimately expected to vest and the vesting period.

This excerpt taken from the COGO 10-Q filed May 9, 2008.

Performance shares

A summary of performance shares activity is as follows:

 

     Shares    Weighted average
Grant-date fair value
          USD

Balance as of January 1, 2008

   270,000    16.03

Granted on March 27, 2008 (note i)

   160,000    10.85

Vested

   —      —  
         

Balance as of March 31, 2008

   430,000    14.10
         

 

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Note i:

  The performance awards vest in three equal installments on December 31, 2008, December 31, 2009 and December 31, 2010 and is subject to the Company meeting certain earnings and other performance measures in 2008, 2009 and 2010.

The total fair value of non-vested performance shares granted through March 31, 2008 was $6,064 thousand. Performance-based non-vested share awards are recognized as compensation expense for the fair value on the date of grant, the number of shares ultimately expected to vest and the vesting period.

These excerpts taken from the COGO 10-K filed Mar 17, 2008.

Performance Shares

STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">Performance share awards entitle the participant to acquire shares of stock upon attaining specified performance goals.

STYLE="margin-top:18px;margin-bottom:0px; margin-left:2%">Restricted Stock

A restricted stock
award is a grant or sale of stock to the participant, subject to the Company’s right to repurchase all or part of the shares at their purchase price (or to require forfeiture of such shares if purchased at no cost) in the event that conditions
specified by the Committee in the award are not satisfied prior to the end of the time period during which the shares subject to the award may be repurchased by or forfeited to the Company. The purchase price for each share of restricted stock may
not be less than the par value of the Company’s Common Stock.

 


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Performance shares

A summary of performance shares activity is as follows:

 

     Shares     Weighted average
Grant-date fair value
           USD

Balance as of January 1, 2006

   —       —  

Granted on July 21, 2006 (note i)

   104,000     10.12

Vested

   (34,667 )   10.12
          

Balance as of December 31, 2006

   69,333     10.12

Vested

   (69,333 )   10.12
          

Balance as of December 31, 2007

   —       —  
          

 

  Note i The performance awards vest in equal quarterly installments over three quarters from October 1, 2006 to June 30, 2007 and were subject to a company-wide performance goal which was achieved for the year ended December 31, 2006.

The total fair value of non-vested performance shares vested during the year ended December 31, 2007 and 2006 was USD702 and USD351. All performance shares have been vested as of December 31, 2007.

 

(d) 2006 Incentive Plan

On December 20, 2006, the Board of Directors adopted the 2006 Equity Incentive Plan (the “2006 Incentive Plan”) pursuant to which 4,800,000 shares of the Company’s common stock are reserved for issuance upon exercise of stock options, and for the issuance of stock appreciation rights, restricted stock awards and performance shares. The purpose of the 2006 Incentive Plan is to provide additional incentive to employees, directors, advisors and consultants. The 2006 Incentive Plan provides for a term of 10 years from the date of its adoption by the Board of Directors, after which no awards may be made, unless the 2006 Incentive Plan is early terminated by the Board.

This excerpt taken from the COGO 10-Q filed Nov 9, 2007.

Performance shares

A summary of performance shares activity is as follows:

 

     Shares     Weighted average
Grant-date fair value
           USD

Balance as of December 31, 2006

   69,334     10.12

Vested

   (69,334 )   10.12
          

Balance as of June 30, 2007

   —       —  
          

The total fair value of performance shares vested during the nine months ended September 30, 2007 was $702 thousand. All performance shares have been vested as of September 30, 2007.

This excerpt taken from the COGO 10-Q filed Aug 9, 2007.

Performance shares

A summary of performance shares activity is as follows:

 

     Shares     Weighted average
Grant-date fair value
           USD

Balance as of January 1, 2007

   69,334     10.12

Vested

   (69,334 )   10.12
          

Balance as of June 30, 2007

   —       —  
          

 

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The total fair value of non-vested performance shares vested during the six months ended June 30, 2007 was $702 thousand. All performance shares have been vested as of June 30, 2007.

This excerpt taken from the COGO 10-Q filed May 10, 2007.

Performance shares

A summary of performance shares activity is as follows:

 

     Shares     Weighted average
Grant-date fair value
           USD

Balance as of January 1, 2007

   69,334     10.12

Vested

   (34,667 )   10.12
          

Balance as of March 31, 2007

   34,667     10.12
          

 

8


The total fair value of non-vested performance shares vested during the three months ended March 31, 2007 was $351 thousand. As of March 31, 2007, the aggregate unamortized fair value of all non-vested share units was $351 thousand, which is expected to be amortized on a straight-line basis over a weighted average period of approximately 0.30 years.

This excerpt taken from the COGO 10-K filed Mar 16, 2007.

Performance Shares

Performance share awards entitle the participant to acquire shares of stock upon attaining specified performance goals.

"Performance shares" elsewhere:

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