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IAR » Topics » Annual Long-Term Incentive Awards

These excerpts taken from the IAR 10-K filed Mar 27, 2009.
Annual Long-Term Incentive Awards.  The company’s long-term incentive awards granted since the spin-off from Verizon included a grant of performance units for the 2007-2009 performance cycle and grants of performance share units and restricted stock for the 2008-2010 performance cycle.  Under the related award agreements, if the employment of the named executive officer is terminated by the company without cause or as a result of the officer’s death, disability or retirement, then (a) the performance units and performance share units will vest immediately, subject to the company meeting the applicable TSR performance targets, and (b) the shares of restricted stock will vest immediately.

 

Under the award agreements, an officer is deemed to have been terminated without cause if the officer is terminated for any reason other than:

 

·      a felony conviction;

 

·      fraud involving the company;

 

·      willful failure to carry out material employment responsibilities;

 

·      behavior likely to have an adverse effect on the company;

 

·      a material violation of company policy; or

 

·      with respect to the 2007 award agreement only, a material breach of the non-disclosure, non-competition and non-solicitation covenants in the award agreement.

 

However, please note that pursuant to our restructuring, all current equity incentive plans, equity ownership plans or other equity-based plans will likely be terminated and all equity owned under such plans will likely be cancelled.

 

Annual Long-Term Incentive Awards.  The company’s long-term incentive awards granted since the spin-off from Verizon included a grant of performance units for the 2007-2009 performance cycle and grants of performance share units and restricted stock for the 2008-2010 performance cycle.  Under the related award agreements, if the employment of the named executive officer is terminated by the company without cause or as a result of the officer’s death, disability or retirement, then (a) the performance units and performance share units will vest immediately, subject to the company meeting the applicable TSR performance targets, and (b) the shares of restricted stock will vest immediately.

 

Under the award agreements, an officer is deemed to have been terminated without cause if the officer is terminated for any reason other than:

 

·      a felony conviction;

 

·      fraud involving the company;

 

·      willful failure to carry out material employment responsibilities;

 

·      behavior likely to have an adverse effect on the company;

 

·      a material violation of company policy; or

 

·      with respect to the 2007 award agreement only, a material breach of the non-disclosure, non-competition and non-solicitation covenants in the award agreement.

 

However, please note that pursuant to our restructuring, all current equity incentive plans, equity ownership plans or other equity-based plans will likely be terminated and all equity owned under such plans will likely be cancelled.

 

Annual
Long-Term Incentive Awards.  The company’s long-term incentive
awards granted since the spin-off from Verizon included a grant of performance
units for the 2007-2009 performance cycle and grants of performance share
units and restricted stock for the 2008-2010 performance cycle.  Under the related award agreements, if the
employment of the named executive officer is terminated by the company without
cause or as a result of the officer’s death, disability or retirement, then (a) the
performance units and performance share units will vest immediately, subject to
the company meeting the applicable TSR performance targets, and (b) the
shares of restricted stock will vest immediately.



 



Under the
award agreements, an officer is deemed to have been terminated without cause if
the officer is terminated for any reason other than:



 



·      a felony conviction;



 



·      fraud involving the company;



 



·      willful failure to carry out
material employment responsibilities;



 



·      behavior likely to have an
adverse effect on the company;



 



·      a material violation of
company policy; or



 



·      with respect to the 2007
award agreement only, a material breach of the non-disclosure, non-competition
and non-solicitation covenants in the award agreement.



 



However,
please note that pursuant to our restructuring, all current equity
incentive plans, equity ownership plans or other equity-based plans will likely
be terminated and all equity owned under such plans will likely be
cancelled.



 



Annual
Long-Term Incentive Awards.  The company’s long-term incentive
awards granted since the spin-off from Verizon included a grant of performance
units for the 2007-2009 performance cycle and grants of performance share
units and restricted stock for the 2008-2010 performance cycle.  Under the related award agreements, if the
employment of the named executive officer is terminated by the company without
cause or as a result of the officer’s death, disability or retirement, then (a) the
performance units and performance share units will vest immediately, subject to
the company meeting the applicable TSR performance targets, and (b) the
shares of restricted stock will vest immediately.



 



Under the
award agreements, an officer is deemed to have been terminated without cause if
the officer is terminated for any reason other than:



 



·      a felony conviction;



 



·      fraud involving the company;



 



·      willful failure to carry out
material employment responsibilities;



 



·      behavior likely to have an
adverse effect on the company;



 



·      a material violation of
company policy; or



 



·      with respect to the 2007
award agreement only, a material breach of the non-disclosure, non-competition
and non-solicitation covenants in the award agreement.



 



However,
please note that pursuant to our restructuring, all current equity
incentive plans, equity ownership plans or other equity-based plans will likely
be terminated and all equity owned under such plans will likely be
cancelled.



 



EXCERPTS ON THIS PAGE:

10-K (4 sections)
Mar 27, 2009

RELATED TOPICS for IAR:

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