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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 7/25/17 Newmont Corp/DE 10-Q 6/30/17 129:38M Toppan Merrill Bridge/FA |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 3.36M
2: EX-10.3 Material Contract HTML 98K
3: EX-10.4 Material Contract HTML 93K
4: EX-10.5 Material Contract HTML 88K
5: EX-10.6 Material Contract HTML 72K
6: EX-10.7 Material Contract HTML 58K
12: EX-95 Mine-Safety Disclosure HTML 149K
7: EX-12.1 Statement re: Computation of Ratios HTML 46K
8: EX-31.1 Certification -- §302 - SOA'02 HTML 41K
9: EX-31.2 Certification -- §302 - SOA'02 HTML 41K
10: EX-32.1 Certification -- §906 - SOA'02 HTML 38K
11: EX-32.2 Certification -- §906 - SOA'02 HTML 38K
19: R1 Document and Entity Information HTML 56K
20: R2 Condensed Consolidated Statements of Operations HTML 149K
21: R3 Condensed Consolidated Statements of Consolidated HTML 66K
Comprehensive Income (Loss)
22: R4 Condensed Consolidated Statements of Consolidated HTML 44K
Comprehensive Income (Loss) (Parenthetical)
23: R5 Condensed Consolidated Statements of Consolidated HTML 141K
Cash Flows
24: R6 Condensed Consolidated Balance Sheets HTML 126K
25: R7 Basis of Presentation HTML 42K
26: R8 Summary of Significant Accounting Policies HTML 66K
27: R9 Discontinued Operations HTML 134K
28: R10 Segment Information HTML 979K
29: R11 Reclamation and Remediation HTML 131K
30: R12 Other Expense, Net HTML 71K
31: R13 Other Income, Net HTML 73K
32: R14 Income and Mining Taxes HTML 127K
33: R15 Net Income (Loss) Attributable to Noncontrolling HTML 124K
Interests From Continuing Operations
34: R16 Income (Loss) Per Common Share HTML 137K
35: R17 Employee Pension and Other Benefit Plans HTML 117K
36: R18 Stock-Based Compensation HTML 74K
37: R19 Fair Value Accounting HTML 462K
38: R20 Derivative Instruments HTML 248K
39: R21 Investments HTML 209K
40: R22 Inventories HTML 59K
41: R23 Stockpiles and Ore on Leach Pads HTML 113K
42: R24 Debt HTML 39K
43: R25 Other Liabilities HTML 100K
44: R26 Changes in Equity HTML 118K
45: R27 Reclassifications Out of Accumulated Other HTML 208K
Comprehensive Income (Loss)
46: R28 Net Change in Operating Assets and Liabilities HTML 66K
47: R29 Condensed Consolidating Financial Statements HTML 1.60M
48: R30 Commitments and Contingencies HTML 81K
49: R31 Summary of Significant Accounting Policies HTML 67K
(Policies)
50: R32 Discontinued Operations (Tables) HTML 135K
51: R33 Segment Information (Tables) HTML 969K
52: R34 Reclamation and Remediation (Tables) HTML 126K
53: R35 Other Expense, Net (Tables) HTML 72K
54: R36 Other Income, Net (Tables) HTML 71K
55: R37 Income and Mining Taxes (Tables) HTML 119K
56: R38 Net Income (Loss) Attributable to Noncontrolling HTML 127K
Interests From Continuing Operations (Tables)
57: R39 Income (Loss) Per Common Share (Tables) HTML 133K
58: R40 Employee Pension and Other Benefit Plans (Tables) HTML 117K
59: R41 Stock Based Compensation (Tables) HTML 73K
60: R42 Fair Value Accounting (Tables) HTML 564K
61: R43 Derivative Instruments (Tables) HTML 239K
62: R44 Investments (Tables) HTML 204K
63: R45 Inventories (Tables) HTML 58K
64: R46 Stockpiles and Ore on Leach Pads (Tables) HTML 109K
65: R47 Other Liabilities (Tables) HTML 99K
66: R48 Changes in Equity (Tables) HTML 112K
67: R49 Reclassifications Out of Accumulated Other HTML 206K
Comprehensive Income (Loss) (Tables)
68: R50 Net Change in Operating Assets and Liabilities HTML 66K
(Tables)
69: R51 Condensed Consolidating Financial Statements HTML 1.60M
(Tables)
70: R52 BASIS OF PRESENTATION - Definitive Agreement HTML 41K
(Details)
71: R53 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 45K
Recently Issued Accounting Pronouncements
(Details)
72: R54 DISCONTINUED OPERATIONS - Summary (Details) HTML 54K
73: R55 DISCONTINUED OPERATIONS - Batu Hijau Other HTML 41K
Information (Details)
74: R56 DISCONTINUED OPERATIONS - Batu Hijau Net Income HTML 86K
(Loss) (Details)
75: R57 DISCONTINUED OPERATIONS - Batu Hijau Cash Flows HTML 49K
(Details)
76: R58 DISCONTINUED OPERATIONS - Holt Royalty Obligation HTML 56K
(Details)
77: R59 SEGMENT INFORMATION - Financial Information Table HTML 178K
(Details)
78: R60 RECLAMATION AND REMEDIATION - Yanacocha (Details) HTML 38K
79: R61 RECLAMATION AND REMEDIATION - Expense (Details) HTML 55K
80: R62 RECLAMATION AND REMEDIATION - Reconciliation of HTML 58K
Obligations (Details)
81: R63 RECLAMATION AND REMEDIATION - Additional HTML 66K
Information (Details)
82: R64 Other Expense, Net (Details) HTML 49K
83: R65 Other Income, Net (Details) HTML 59K
84: R66 INCOME AND MINING TAXES - Tax Expense HTML 83K
Reconciliation (Details)
85: R67 INCOME AND MINING TAXES - Unrecognized Tax HTML 49K
Benefits (Details)
86: R68 Net Income (LOSS) ATTRIBUTABLE TO NONCONTROLLING HTML 46K
INTERESTS FROM CONTINUING OPERATIONS - Net Income
(Loss) (Details)
87: R69 Net Income (LOSS) ATTRIBUTABLE TO NONCONTROLLING HTML 49K
INTERESTS FROM CONTINUING OPERATIONS - Ownership
(Details)
88: R70 Net Income (LOSS) ATTRIBUTABLE TO NONCONTROLLING HTML 67K
INTERESTS FROM CONTINUING OPERATIONS - Classified
Assets and Liabilities of Consolidated VIEs
(Details)
89: R71 Income (LOSS) PER COMMON SHARE - Basic and Diluted HTML 84K
(Details)
90: R72 Income (LOSS) PER COMMON SHARE - Anti-dilutive HTML 42K
Shares (Details)
91: R73 EMPLOYEE PENSION AND OTHER BENEFIT PLANS - Net HTML 57K
Periodic Pension Costs (Details)
92: R74 STOCK-BASED COMPENSATION - Compensation Costs HTML 45K
(Details)
93: R75 FAIR VALUE ACCOUNTING - Fair Value on a Recurring HTML 108K
Basis (Details)
94: R76 FAIR VALUE ACCOUNTING - Quantitative Information HTML 87K
(Details)
95: R77 FAIR VALUE ACCOUNTING - Changes in the Fair Value HTML 74K
of Level 3 Financial Assets and Liabilities
(Details)
96: R78 DERIVATIVE INSTRUMENTS - Foreign Currency HTML 50K
Derivative Contracts Outstanding (Details)
97: R79 DERIVATIVE INSTRUMENTS - Diesel Derivative HTML 49K
Contracts Outstanding (Details)
98: R80 DERIVATIVE INSTRUMENTS - Fair Values of HTML 58K
Instruments Designated as Hedges (Details)
99: R81 DERIVATIVE INSTRUMENTS - Location and Amount of HTML 55K
Gains (Losses) Reported in Financial Statements
(Details)
100: R82 DERIVATIVE INSTRUMENTS - Batu Hijau Contingent HTML 42K
Consideration (Details)
101: R83 DERIVATIVE INSTRUMENTS - Embedded Derivatives HTML 42K
(Details)
102: R84 INVESTMENTS - Marketable Securities - Amortized HTML 87K
Cost/Fair Value (Details)
103: R85 INVESTMENTS - Acquisitions and Dispositions HTML 74K
(Details)
104: R86 INVESTMENTS - Impairments and Other Information HTML 54K
(Details)
105: R87 INVENTORIES - Summary of Inventories (Details) HTML 45K
106: R88 STOCKPILES AND ORE ON LEACH PADS - By location HTML 71K
(Details)
107: R89 STOCKPILES AND ORE ON LEACH PADS - Write-downs HTML 57K
(Details)
108: R90 DEBT - Payments (Details) HTML 39K
109: R91 DEBT - Maturities (Details) HTML 72K
110: R92 Other Liabilities (Details) HTML 85K
111: R93 Changes in Equity (Details) HTML 89K
112: R94 Reclassifications Out of Accumulated Other HTML 67K
Comprehensive Income (LOSS) - Components of AOCI
(Details)
113: R95 Reclassifications Out of Accumulated Other HTML 90K
Comprehensive Income (LOSS) - Reclassifications
(Details)
114: R96 Net Change in Operating Assets and Liabilities HTML 52K
(Details)
115: R97 CONDENSED CONSOLIDATING FINANCIAL STATEMENTS - HTML 38K
Additional Information (Details)
116: R98 CONDENSED CONSOLIDATING FINANCIAL STATEMENTS - HTML 170K
Statement of Operations (Details)
117: R99 CONDENSED CONSOLIDATING FINANCIAL STATEMENTS - HTML 147K
Statement of Cash Flows (Details)
118: R100 CONDENSED CONSOLIDATING FINANCIAL STATEMENTS - HTML 187K
Balance Sheet (Details)
119: R101 COMMITMENTS AND CONTINGENCIES - Environmental HTML 64K
Matters (Details)
120: R102 COMMITMENTS AND CONTINGENCIES - Environmental HTML 57K
Matters by Site (Details)
121: R103 COMMITMENTS AND CONTINGENCIES - Other Legal HTML 70K
Matters (Details)
122: R104 COMMITMENTS AND CONTINGENCIES - Administrative HTML 68K
Matters (Details)
123: R105 COMMITMENTS AND CONTINGENCIES - NWG Investments HTML 62K
Inc v. Fronteer Gold Inc. (Details)
124: R106 COMMITMENTS AND CONTINGENCIES - Investigations HTML 38K
(Details)
125: R107 COMMITMENTS AND CONTINGENCIES - Royalty HTML 83K
Obligations (Details)
126: R108 COMMITMENTS AND CONTINGENCIES - Other Commitments HTML 38K
(Details)
128: XML IDEA XML File -- Filing Summary XML 234K
127: EXCEL IDEA Workbook of Financial Reports XLSX 147K
13: EX-101.INS XBRL Instance -- nem-20170630 XML 12.00M
15: EX-101.CAL XBRL Calculations -- nem-20170630_cal XML 308K
16: EX-101.DEF XBRL Definitions -- nem-20170630_def XML 1.37M
17: EX-101.LAB XBRL Labels -- nem-20170630_lab XML 2.14M
18: EX-101.PRE XBRL Presentations -- nem-20170630_pre XML 1.92M
14: EX-101.SCH XBRL Schema -- nem-20170630 XSD 290K
129: ZIP XBRL Zipped Folder -- 0001558370-17-005290-xbrl Zip 438K
| Ex_106 |
Exhibit 10.6
E1-E6 RSU
NEWMONT MINING CORPORATION
2013 STOCK INCENTIVE PLAN
RESTRICTED STOCK UNIT AGREEMENT
This Agreement ("Agreement"), dated February 27, 2017, is made between Newmont Mining Corporation ("Newmont") and “Executive,” as specified in his or her Grant Summary and Grant Acknowledgment (collectively, the “Grant Acknowledgment”). The Grant Acknowledgment is set forth on the Computershare - Employee Online webpage.
The Grant Acknowledgment is incorporated by reference herein. This Agreement shall be deemed executed by Executive upon his or her electronic execution of the Grant Acknowledgment. All capitalized terms that are not defined herein shall have the meaning as defined in the Newmont Mining Corporation 2013 Stock Incentive Plan ("Plan").
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1. Award of Restricted Stock Units. Newmont hereby grants to Executive the right to receive from Newmont the number of shares of $1.60 par value Common Stock of Newmont (the "Restricted Stock Units" or “RSU’s”) (rounded down to the nearest whole share) specified in the Grant Acknowledgment, pursuant to the terms and subject to the conditions and restrictions set forth in this Agreement and the Plan, including the Vesting Period, as such term is defined in this Agreement, and in connection with such award, Newmont and Executive hereby agree as follows: |
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2. Vesting Period. The Vesting Period shall commence on the date of this Agreement and shall end on the dates set forth below as to that percentage of the total shares of Common Stock subject to this Agreement set forth opposite each such date: |
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Date |
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Percentage Vested |
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33% |
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33% |
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34% |
3.Termination of Employment for death, disability, and following change of control. Notwithstanding the foregoing, if (i) Executive dies, or (ii) Executive’s employment by Newmont or any Subsidiary terminates by reason of (a) disability (as determined under the terms of the Long-Term Disability Plan of Newmont), or (b) termination of employment entitling Executive to benefits under an Executive Change of Control Plan of Newmont, in any such case prior to the completion of the Vesting Period, the Vesting Period shall terminate, and all RSUs not theretofore forfeited in accordance with this Agreement shall become fully vested and nonforfeitable, as of the date of Executive’s death or other termination of employment, referred to in clause (ii) above.
Separation of Employment under a Severance Plan of Newmont or Retirement.1 Notwithstanding the foregoing, if Executive ceases to be employed by Newmont and/or a Subsidiary prior to completion of the Vesting Period as a result of: a) a termination of employment entitling Executive to benefits under a severance plan of Newmont, or; b) retirement under the Pension Plan of Newmont entitling Executive to an immediate pension (not including stable value retirement unless Executive has reached the age of 65 or retirement under the International Retirement Plan of Newmont (“IRP”) entitling Executive to 100% vesting in the IRP supplemental amount), the Vesting Period shall terminate for a pro-rata percentage of the shares granted, based upon the date of grant and separation date, in accordance with the following formula:
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Shares vested = |
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Total Shares Covered by This Grant Agreement |
X |
Days Elapsed From Date of Grant to Date of Termination of Employment |
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- |
Prior Vestings |
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1095 |
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If Executive ceases to be employed by Newmont and/or a Subsidiary prior to the completion of the Vesting Period under circumstances other than those set forth above, namely death, disability, termination qualifying for benefits under the Executive Change of Control Plan of Newmont applicable to Executive or separation qualifying for benefits under the Executive Severance Plan of Newmont or retirement as stated above, Executive agrees that any unvested RSUs will be immediately and unconditionally forfeited without any action required by Executive or Newmont, to the extent that the Vesting Period had not ended in accordance with Paragraph 2 as of the date of such cessation of employment.
4.No Ownership Rights Prior to Issuance of Common Stock. Executive shall not have any rights as a shareholder of Newmont with respect to the shares of Common Stock underlying the RSUs, including but not limited to the right to vote with respect to such shares of Common Stock, until and after the shares of Common Stock have been actually issued to Executive and transferred on the books and records of Newmont; provided, however, upon vesting of the RSUs pursuant to the Vesting Period, or Executive’s earlier termination of employment under circumstances entitling Executive to vest in the RSUs pursuant to Paragraph 3, Newmont shall make a cash payment to the Executive equal to any dividends paid with respect to shares of Common Stock underlying such RSUs from the date of this Agreement until the date such RSUs vest, minus any applicable taxes.
5.Withholding Taxes. Upon vesting pursuant to the Vesting Period, or Executive’s earlier termination of employment under circumstances entitling Executive to vest in the RSUs pursuant to Paragraph 3, Executive shall be entitled to receive the shares of Common Stock, less an amount of shares of Common Stock with a Fair Market Value on the date of
1 Retirement under the Pension Plan of Newmont is more specifically defined as:
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If a participant under: |
You qualify if: |
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Final Average Pay |
- You are age 55 and have 10 years of service - You are age 62 |
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Stable Value Plan |
- Age 65 |
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vesting (provided, however, that the amount of any Shares so withheld shall not exceed the maximum statutory tax rates in the Executive’s applicable tax jurisdictions) and Executive shall be entitled to receive the net number of shares of Common Stock after withholding of shares for taxes unless such tax obligations are satisfied in accordance with Paragraph 6. Notwithstanding the foregoing, to the extent any such taxes are required by law to be withheld with respect to the Restricted Stock Units prior to the end of the Vesting Period, Executive agrees that Newmont may withhold such amount for taxes through payroll services from other cash compensation payable to Executive from Newmont.
6.Delivery of Shares of Common Stock. As soon as reasonably practicable following the date of vesting pursuant to the Vesting Period, or Executive's earlier termination of employment or other event entitling Executive to vest in the RSUs pursuant to Paragraph 3, subject to Section 9(i), Newmont shall cause to be delivered to Executive a stock certificate or electronically deliver shares through a direct registration system for the number of shares of Common Stock (net of tax withholding as provided in Paragraph 5) deliverable to Executive in accordance with the provisions of this Agreement; provided, however, that Newmont may allow Executive to elect to have shares of Common Stock, which are deliverable in accordance with the provisions of this Agreement upon vesting (or a portion of such shares at least sufficient to satisfy Executive’s tax withholding obligations with respect to such Common Stock), sold on behalf of Executive, with the cash proceeds thereof, net of tax withholding, remitted to Executive, in lieu of Executive receiving a stock certificate or electronic delivery of shares in a direct registration system.
7.Nontransferability. Executive's interest in the RSUs and any shares of Common Stock relating thereto may not be sold, transferred, pledged, assigned, encumbered or otherwise alienated or hypothecated otherwise than by will or by the laws of descent and distribution, prior to such time as the shares of Common Stock have actually been issued and delivered to Executive.
8.Acknowledgements. Executive acknowledges receipt of and understands and agrees to the terms of the RSUs award and the Plan. In addition to the above terms, Executive understands and agrees to the following:
(a) Executive hereby acknowledges receipt of a copy of the Plan and agrees to be bound by all of the terms and provisions thereof, including the terms and provisions adopted after the date of this Agreement but prior to the completion of the Vesting Period. If and to the extent that any provision contained in this Agreement is inconsistent with the Plan, the Plan shall govern.
(b) Executive acknowledges that as of the date of this Agreement, the Agreement, the Grant Acknowledgement and the Plan set forth the entire understanding between Executive and Newmont regarding the acquisition of shares of Common Stock underlying the RSUs in Newmont and supersedes all prior oral and written agreements pertaining to the RSUs.
(c) Executive understands that his or her employer, Newmont and its Subsidiaries hold certain personal information about Executive, including but not limited to his or her name, home address, telephone number, date of birth, social security number, salary, nationality, job title and details of all RSUs or other entitlement to shares of Common Stock awarded, canceled, exercised, vested, unvested or outstanding ("personal data"). Certain personal
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data may also constitute "sensitive personal data" within the meaning of applicable law. Such data include but are not limited to the information provided above and any changes thereto and other appropriate personal and financial data about Executive. Executive hereby gives explicit consent to Newmont and any of its Subsidiaries to process any such personal data and/or sensitive personal data. Executive also hereby gives explicit consent to Newmont to transfer any such personal data and/or sensitive personal data outside the country in which Executive is employed, including, but not limited to the United States. The legal persons for whom such personal data are intended include, but are not limited to Newmont and its agent, Computershare Investor Services. Executive has been informed of his or her right of access and correction to his or her personal data by applying to Director of Compensation, Newmont Corporate.
(d) Executive understands that Newmont has reserved the right to amend or terminate the Plan at any time, and that the award of RSUs under the Plan at one time does not in any way obligate Newmont or its Subsidiaries to grant additional RSUs in any future year or in any given amount. Executive acknowledges and understands that the RSUs are awarded in connection with Executive's status as an employee of his or her employer and can in no event be interpreted or understood to mean that Newmont is Executive's employer or that there is an employment relationship between Executive and Newmont. Executive further acknowledges and understands that Executive's participation in the Plan is voluntary and that the RSUs and any future RSUs under the Plan are wholly discretionary in nature, the value of which do not form part of any normal or expected compensation for any purposes, including, but not limited to, calculating any termination, severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, other than to the extent required by local law.
(e) Executive acknowledges and understands that the future value of the shares of Common Stock acquired by Executive under the Plan is unknown and cannot be predicted with certainty and that no claim or entitlement to compensation or damages arises from the forfeiture of the RSUs or termination of the Plan or the diminution in value of any shares of Common Stock acquired under the Plan and Executive irrevocably releases Newmont and its Subsidiaries from any such claim that may arise.
(f) Executive acknowledges that the vesting of the RSUs ceases upon the earlier of termination of employment or receipt of notice of termination of employment for any reason, except as may otherwise be explicitly provided herein, and the Executive irrevocably waives any right to the contrary under applicable law.
(g) Executive acknowledges that the Executive’s acceptance of the RSUs, including the terms and conditions herein, is voluntary.
9.Miscellaneous
(a) No Right to Continued Employment. Neither the RSUs nor any terms contained in this Agreement shall confer upon Executive any expressed or implied right to be retained in the service of any Subsidiary for any period at all, nor restrict in any way the right of any such Subsidiary, which right is hereby expressly reserved, to terminate his or her employment at any time with or without cause. Executive acknowledges and agrees that any right to receive delivery of shares of Common Stock is earned only by continuing as an employee of a Subsidiary at the will of such Subsidiary, or satisfaction of any other applicable
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terms and conditions contained in this Agreement and the Plan, and not through the act of being hired, being granted the RSUs or acquiring shares of Common Stock hereunder.
(b) Compliance with Laws and Regulations. The award of the RSUs to Executive and the obligation of Newmont to deliver shares of Common Stock hereunder shall be subject to (i) all applicable federal, state, local and foreign laws, rules and regulations, and (ii) any registration, qualification, approvals or other requirements imposed by any government or regulatory agency or body which the Newmont Committee shall, in its sole discretion, determine to be necessary or applicable. Moreover, shares of Common Stock shall not be delivered hereunder if such delivery would be contrary to applicable law or the rules of any stock exchange.
(c) Investment Representation. If at the time of delivery of shares of Common Stock, the Common Stock is not registered under the Securities Act of 1933, as amended (the “Securities Act”), and/or there is no current prospectus in effect under the Securities Act with respect to the Common Stock, Executive shall execute, prior to the delivery of any shares of Common Stock to Executive by Newmont, an agreement (in such form as the Newmont Committee may specify) in which Executive represents and warrants that Executive is purchasing or acquiring the shares acquired under this Agreement for Executive's own account, for investment only and not with a view to the resale or distribution thereof, and represents and agrees that any subsequent offer for sale or distribution of any kind of such shares shall be made only pursuant to either (i) a registration statement on an appropriate form under the Securities Act, which registration statement has become effective and is current with regard to the shares being offered or sold, or (ii) a specific exemption from the registration requirements of the Securities Act, but in claiming such exemption Executive shall, prior to any offer for sale of such shares, obtain a prior favorable written opinion, in form and substance satisfactory to the Newmont Committee, from counsel for or approved by the Newmont Committee, as to the applicability of such exemption thereto.
(d) Definitions. All capitalized terms that are used in this Agreement that are not defined herein have the meanings defined in the Plan. In the event of a conflict between the terms of the Plan and the terms of this Agreement, the terms of the Plan shall prevail.
(e) Notices. Any notice or other communication required or permitted hereunder shall, if to Newmont, be in accordance with the Plan, and, if to Executive, be in writing and delivered in person or by registered or certified mail or overnight courier, postage prepaid, addressed to Executive at his or her last known address as set forth in Newmont’s records.
(f) Severability. If any of the provisions of this Agreement should be deemed unenforceable, the remaining provisions shall remain in full force and effect.
(g) Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware.
(h) Transferability of Agreement. This Agreement may not be transferred, assigned, pledged or hypothecated by either party hereto, other than by operation of law. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns, including, in the case of Executive, his or her estate,
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heirs, executors, legatees, administrators, designated beneficiary and personal representatives. Nothing contained in this Agreement shall be deemed to prevent transfer of the RSUs in the event of Executive’s death in accordance with Section 14(b) of the Plan.
(i) Specified Employee Delay. If Newmont determines that settlement of RSUs hereunder (i) constitutes a deferral of compensation for purposes of Section 409A of the Internal Revenue Code (the “Code”), (ii) is made to Executive by reason of his or her “separation from service” (within the meaning of Code Section 409A), and (iii) Executive is a “specified employee” (within the meaning of Code Section 409A) at the time settlement would otherwise occur, transfers of Common Stock will be delayed until the first day of the seventh month following the date of such separation from service or, if earlier, on Executive’s death.
(j) Modification. Except as otherwise permitted by the Plan, this Agreement may not be modified or amended, nor may any provision hereof be waived, in any way except in writing signed by the parties hereto. Notwithstanding any other provision of this Agreement to the contrary, the Committee may amend this Agreement to the extent it determines necessary or appropriate to comply with the requirements of Code Section 409A and the guidance thereunder and any such amendment shall be binding on Executive.
IN WITNESS WHEREOF, pursuant to Executive’s Grant Acknowledgement (including without limitation, the Terms and Conditions section hereof), incorporated herein by reference, and electronically executed by Executive, Executive agrees to the terms and conditions of this Award Agreement.
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| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 2/27/20 | 4 | |||
| 2/27/19 | 4 | |||
| 2/27/18 | 4 | |||
| Filed on: | 7/25/17 | 8-K | ||
| For Period end: | 6/30/17 | |||
| 2/27/17 | 4 | |||
| List all Filings | ||||