|
||||||||||||||||||||||||||
| SEC Info℠ | | | Home | | | Search | | | My Interests | | | Help | | | Sign In | | | Please Sign In | |||||||
|
||||||||||||||||||||||||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/17/17 Chemours Co 10-K 12/31/16 160:31M ActiveDisclosure/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report -- cc-10k_20161231 HTML 1.96M
2: EX-10.14(4) Material Contract HTML 65K
3: EX-10.31 Material Contract HTML 113K
4: EX-10.32 Material Contract HTML 121K
5: EX-10.33 Material Contract HTML 73K
6: EX-10.34 Material Contract HTML 131K
7: EX-10.35 Material Contract HTML 133K
9: EX-21 Subsidiaries List HTML 54K
10: EX-23 Consent of Experts or Counsel HTML 41K
15: EX-95 Mine-Safety Disclosure HTML 48K
8: EX-12.1 Statement re: Computation of Ratios HTML 67K
11: EX-31.1 Certification -- §302 - SOA'02 HTML 50K
12: EX-31.2 Certification -- §302 - SOA'02 HTML 50K
13: EX-32.1 Certification -- §906 - SOA'02 HTML 43K
14: EX-32.2 Certification -- §906 - SOA'02 HTML 43K
22: R1 Document and Entity Information HTML 69K
23: R2 Consolidated Statements of Operations HTML 100K
24: R3 Consolidated Statements of Operations HTML 44K
(Parenthetical)
25: R4 Consolidated Statements of Comprehensive Income HTML 178K
(Loss)
26: R5 Consolidated Balance Sheets HTML 127K
27: R6 Consolidated Balance Sheets (Parenthetical) HTML 50K
28: R7 Consolidated Statements of Stockholders' Equity HTML 99K
29: R8 Consolidated Statements of Cash Flows HTML 133K
30: R9 Consolidated Statements of Cash Flows HTML 45K
(Parenthetical)
31: R10 Background and Description of the Business HTML 48K
32: R11 Basis of Presentation HTML 48K
33: R12 Summary of Significant Accounting Policies HTML 92K
34: R13 Relationship with DuPont and Related Entities HTML 52K
35: R14 Research and Development Expense HTML 47K
36: R15 Restructuring and Asset Related Charges, Net HTML 257K
37: R16 Sales of Assets and Businesses HTML 80K
38: R17 Other Income (Expense), Net HTML 79K
39: R18 Income Taxes HTML 405K
40: R19 Earnings Per Share of Common Stock HTML 98K
41: R20 Accounts and Notes Receivable - Trade, Net HTML 73K
42: R21 Inventories HTML 70K
43: R22 Property, Plant, and Equipment HTML 81K
44: R23 Goodwill and Other Intangible Assets, Net HTML 177K
45: R24 Other Assets HTML 79K
46: R25 Accounts Payable HTML 57K
47: R26 Other Accrued Liabilities HTML 85K
48: R27 Other Liabilities HTML 79K
49: R28 Debt HTML 127K
50: R29 Commitments and Contingent Liabilities HTML 125K
51: R30 Financial Instruments HTML 90K
52: R31 Long-Term Employee Benefits HTML 504K
53: R32 Stock-based Compensation HTML 175K
54: R33 Geographic and Segment Information HTML 419K
55: R34 Accumulated Other Comprehensive Income (Loss) HTML 105K
56: R35 Quarterly Financial Data (Unaudited) HTML 174K
57: R36 Guarantor Condensed Consolidating Financial HTML 1.47M
Information
58: R37 Summary of Significant Accounting Policies HTML 159K
(Policies)
59: R38 Restructuring and Asset Related Charges, Net HTML 251K
(Tables)
60: R39 Sales of Assets and Businesses (Tables) HTML 75K
61: R40 Other Income (Expense), Net (Tables) HTML 78K
62: R41 Income Taxes (Tables) HTML 410K
63: R42 Earnings Per Share of Common Stock (Tables) HTML 100K
64: R43 Accounts and Notes Receivable - Trade, Net HTML 69K
(Tables)
65: R44 Inventories (Tables) HTML 69K
66: R45 Property, Plant and Equipment (Tables) HTML 76K
67: R46 Goodwill and Other Intangible Assets, Net (Tables) HTML 168K
68: R47 Other Assets (Tables) HTML 76K
69: R48 Accounts Payable (Tables) HTML 57K
70: R49 Other Accrued Liabilities (Tables) HTML 85K
71: R50 Other Liabilities (Tables) HTML 78K
72: R51 Debt (Tables) HTML 112K
73: R52 Commitments and Contingent Liabilities (Tables) HTML 87K
74: R53 Financial Instruments (Tables) HTML 110K
75: R54 Long-Term Employee Benefits (Tables) HTML 539K
76: R55 Stock-based Compensation (Tables) HTML 167K
77: R56 Geographic and Segment Information (Tables) HTML 414K
78: R57 Accumulated Other Comprehensive Income (Loss) HTML 102K
(Tables)
79: R58 Quarterly Financial Data (Unaudited) (Tables) HTML 172K
80: R59 Guarantor Condensed Consolidating Financial HTML 1.46M
Information (Tables)
81: R60 Background and Description of the Business HTML 62K
(Narrative) (Details)
82: R61 Basis of Presentation (Details) HTML 46K
83: R62 Summary of Significant Accounting Policies HTML 52K
(Narrative) (Details)
84: R63 Summary of Significant Accounting Policies - HTML 51K
Property, Plant and Equipment (Details)
85: R64 Summary of Significant Accounting Policies - HTML 48K
Goodwill and Other Intangible Assets and Asset
Retirement Obligations (Details)
86: R65 Relationship with DuPont and Related Entities HTML 76K
(Narrative) (Details)
87: R66 Research and Development Expense (Details) HTML 50K
88: R67 Restructuring and Asset Related Charges, Net HTML 71K
(Charges) (Details)
89: R68 Restructuring and Asset Related Charges, Net HTML 62K
(Segment Earnings) (Details)
90: R69 Restructuring and Asset Related Charges, Net HTML 112K
(Narrative) (Details)
91: R70 Restructuring and Asset Related Charges, Net HTML 78K
(Restructuring Program Schedule) (Details)
92: R71 Sales of Assets and Businesses (Narrative) HTML 109K
(Details)
93: R72 Sales of Assets and Businesses (Major Components HTML 80K
of Assets Held-for-sale) (Details)
94: R73 Other Income (Expense), Net (Schedule of Other HTML 54K
Income) (Details)
95: R74 Income Taxes - Provision for Income Taxes HTML 72K
(Details)
96: R75 Income Taxes - Components of Deferred Tax Assets HTML 73K
and Liabilities (Details)
97: R76 Income Taxes - Effective Income Tax Rate HTML 75K
Reconciliation (Details)
98: R77 Income Taxes - Effective Income Tax Reconciliation HTML 74K
(Details)
99: R78 Income Taxes - Summary of Income Before Income HTML 53K
Taxes (Details)
100: R79 Income Taxes (Narrative) (Details) HTML 79K
101: R80 Income Taxes - Summary of open tax years by HTML 61K
significant jurisdiction (Details)
102: R81 Income Taxes - Unrecognized Tax Benefits (Details) HTML 59K
103: R82 Income Taxes - Summary of Valuation Allowance HTML 51K
(Details)
104: R83 Earnings Per Share of Common Stock (Earnings per HTML 63K
Share Calculation) (Details)
105: R84 Earnings Per Share of Common Stock (Antidilutive HTML 45K
Shares Excluded from Computation of Earnings per
Share) (Details)
106: R85 Accounts and Notes Receivable - Trade, Net HTML 56K
(Schedule of Accounts and Notes Receivable)
(Details)
107: R86 Accounts and Notes Receivable - Trade, Net HTML 44K
(Schedule of Accounts and Notes Receivable)
(Parenthetical) (Details)
108: R87 Accounts and Notes Receivable - Trade, Net HTML 44K
(Narrative) (Details)
109: R88 Inventories (Details) HTML 59K
110: R89 Property, Plant and Equipment (Details) HTML 62K
111: R90 Property, Plant, and Equipment (Narrative) HTML 52K
(Details)
112: R91 Goodwill and Other Intangible Assets, Net HTML 68K
(Schedule of Goodwill) (Details)
113: R92 Goodwill and Other Intangible Assets, Net HTML 76K
(Narrative) (Details)
114: R93 Goodwill and Other Intangible Assets, Net HTML 62K
(Schedule of Other Intangible Assets) (Details)
115: R94 Other Assets (Details) HTML 74K
116: R95 Accounts Payable (Details) HTML 49K
117: R96 Other Accrued Liabilities (Details) HTML 80K
118: R97 Other Liabilities (Details) HTML 64K
119: R98 Debt (Components of Long-Term Debt) (Details) HTML 78K
120: R99 Debt (Senior Secured Credit Facilities) (Details) HTML 118K
121: R100 Debt (Senior Unsecured Notes) (Details) HTML 73K
122: R101 Debt Debt (Repayment Amounts) (Details) HTML 52K
123: R102 Debt Debt (Repayment Amounts) (Parenthetical) HTML 43K
(Details)
124: R103 Debt Debt (Term Loans and Note Repayments) HTML 47K
(Details)
125: R104 Debt (Maturities and Fair Value) (Details) HTML 86K
126: R105 Commitments and Contingent Liabilities HTML 47K
(Guarantees) (Details)
127: R106 Commitments and Contingent Liabilities (Operating HTML 61K
Leases) (Details)
128: R107 Commitments and Contingent Liabilities (Asset HTML 54K
Retirement Obligations) (Details)
129: R108 Commitments and Contingent Liabilities HTML 161K
(Litigation) (Narrative) (Details)
130: R109 Commitments and Contingent Liabilities (Summary of HTML 54K
Alleged Injuries in Lawsuit) (Details)
131: R110 Commitments and Contingent Liabilities HTML 56K
(Environmental) (Narrative) (Details)
132: R111 Financial Instruments (Narrative) (Details) HTML 68K
133: R112 Financial Instruments (Schedule of the Fair Value HTML 58K
of Derivative Instruments) (Details)
134: R113 Long-Term Employee Benefits (Narrative) (Details) HTML 57K
135: R114 Long-Term Employee Benefits (Multiemployer Plan) HTML 49K
(Details)
136: R115 Long-Term Employee Benefits (Schedule of Net HTML 95K
Periodic Benefit Cost and Amounts Recognized in
Other Comprehensive Income) (Details)
137: R116 Long-Term Employee Benefits (Amounts Recognized in HTML 56K
Accumulated Other Comprehensive Loss) (Details)
138: R117 Long-Term Employee Benefits (Change in Benefit HTML 95K
Obligation and Plan Assets) (Details)
139: R118 Long-Term Employee Benefits (Amounts Recognized in HTML 59K
Balance Sheet) (Details)
140: R119 Long-Term Employee Benefits (Summary of Projected HTML 61K
Benefit Obligations and Accumulated Benefit
Obligations in Excess of Plan Assets) (Details)
141: R120 Long-Term Employee Benefits (Assumptions) HTML 55K
(Details)
142: R121 Long-Term Employee Benefits (Plan Assets) HTML 99K
(Details)
143: R122 Long-Term Employee Benefits (Cash Flow) (Details) HTML 72K
144: R123 Stock-based Compensation (Narrative) (Details) HTML 100K
145: R124 Stock-based Compensation (Stock Option Weighted HTML 55K
Average Assumptions) (Details)
146: R125 Stock-based Compensation (Stock Option Activity) HTML 87K
(Details)
147: R126 Stock-based Compensation (Restricted Stock Units HTML 67K
Activity) (Details)
148: R127 Stock-based Compensation (Performance Share Units HTML 67K
Activity) (Details)
149: R128 Geographic and Segment Information - Geographic HTML 71K
Information (Details)
150: R129 Geographic and Segment Information - (Schedule of HTML 79K
Segment Information) (Details)
151: R130 Geographic and Segment Information - HTML 110K
(Reconciliation to Consolidated Income Statements)
(Details)
152: R131 Geographic and Segment Information - (Schedule of HTML 57K
Net Sales to External Customers by Product Group)
(Details)
153: R132 Accumulated Other Comprehensive Income (Loss) HTML 65K
(Details)
154: R133 Quarterly Financial Data (Unaudited) (Details) HTML 75K
155: R134 Guarantor Condensed Consolidating Financial HTML 163K
Information (Condensed Consolidated Statements of
Comprehensive Income (Loss)) (Details)
156: R135 Guarantor Condensed Consolidating Financial HTML 187K
Information (Condensed Consolidating Balance
Sheets) (Details)
157: R136 Guarantor Condensed Consolidating Financial HTML 139K
Information (Condensed Consolidating Statements of
Cash Flows) (Details)
159: XML IDEA XML File -- Filing Summary XML 305K
158: EXCEL IDEA Workbook of Financial Reports XLSX 194K
16: EX-101.INS XBRL Instance -- cc-20161231 XML 10.60M
18: EX-101.CAL XBRL Calculations -- cc-20161231_cal XML 408K
19: EX-101.DEF XBRL Definitions -- cc-20161231_def XML 1.35M
20: EX-101.LAB XBRL Labels -- cc-20161231_lab XML 2.37M
21: EX-101.PRE XBRL Presentations -- cc-20161231_pre XML 2.10M
17: EX-101.SCH XBRL Schema -- cc-20161231 XSD 354K
160: ZIP XBRL Zipped Folder -- 0001564590-17-001763-xbrl Zip 437K
Exhibit 10.33
AWARD TERMS OF
TIME-VESTED RESTRICTED STOCK UNITS GRANTED UNDER
[THE CHEMOURS COMPANY EQUITY AND INCENTIVE PLAN]
[THE CHEMOURS COMPANY 2017 EQUITY AND INCENTIVE PLAN]
FOR GRANTEES LOCATED IN THE U.S.
|
Introduction |
You have been granted time-vested Restricted Stock Units under [The Chemours Company Equity and Incentive Plan][The Chemours Company 2017 Equity and Incentive Plan] (“Plan”), subject to the following Award Terms. This grant is also subject to the terms of the Plan, which is hereby incorporated by reference. However, to the extent that an Award Term conflicts with the Plan, the Plan shall govern. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in these Award Terms, including any appendices to these Award Terms (hereinafter, collectively referred to as the “Agreement”). A copy of the Plan, and other Plan-related materials, such as the Plan prospectus, are available at: www.benefits.ml.com. |
||
|
Grant Award Acceptance |
You must expressly accept the terms and conditions of your Award as set forth in this Agreement. To accept, log on to Merrill Lynch Benefits OnLine at www.benefits.ml.com, select Equity Plan > Grant Information > Pending Acceptance. |
||
|
|
IF YOU DO NOT ACCEPT YOUR RESTRICTED STOCK UNITS IN THE MANNER INSTRUCTED BY THE COMPANY, YOUR RESTRICTED STOCK UNITS WILL BE SUBJECT TO CANCELLATION. |
||
|
Date of Grant |
[March 1, 2017] (“Date of Grant”) |
||
|
Type of Awards |
Time-vested Restricted Stock Units |
||
|
Dividend Equivalents |
Dividends payable on the shares represented by your Restricted Stock Units (including whole and fractional Restricted Stock Units) will be allocated to your account in the form of additional Restricted Stock Units (whole and fractional) based upon the closing Stock price on the date of the dividend payment. |
||
|
Restricted Period |
You may not sell, gift, or otherwise transfer or dispose of any of the Restricted Stock Units during the “Restricted Period.” The Restricted Period commences on the Date of Grant and lapses as set forth herein. |
1
sf-3731648
|
On [March 1, 2018], the Restricted Period will lapse with respect to one-third (33-1/3%) of the Restricted Stock Units, including dividend equivalents. On [March 1, 2019], the Restricted Period will lapse with respect to an additional one-third (33-1/3%) of the Restricted Stock Units, including dividend equivalents. On [March 1, 2020], the Restricted Period will lapse with respect to the remaining one-third (33-1/3%) of the Restricted Stock Units, including dividend equivalents. |
|||
|
Termination of Employment |
|
||
|
Under 60/10 Rule |
If you terminate employment (other than for Cause) after attainment of age 60 with at least 10 years of service, the Restricted Stock Units will remain subject to the Restricted Period set forth above. Notwithstanding the foregoing, if the Company receives an opinion of counsel that there has been a legal judgment and/or legal development in your jurisdiction that would likely result in the favorable treatment applicable to the Restricted Stock Units pursuant to this section being deemed unlawful and/or discriminatory, then the Company will not apply the favorable treatment at the time of your termination of employment, and the Restricted Stock Units will be treated as set forth in the other sections of this Agreement, as applicable. |
||
|
Death or Disability |
The Restricted Period on all units will lapse. |
||
|
Due to Any Other Reason (Including Divestiture to Entity Less Than 50% Owned by Chemours) |
Restricted Stock Units that are subject to a Restricted Period will be forfeited. |
||
|
Payment |
Except in the case of Disability or death, Restricted Stock Units shall be paid to you when the Restricted Period lapses in accordance with the schedule set forth under “Restricted Period.” In the case of Disability or death, Restricted Stock Units shall be paid to you or your beneficiary (or estate if there is no beneficiary), as applicable, within 60 days of the date on which the Restricted Period lapses as a result of Disability or death. Restricted Stock Units are payable in one share of Stock for each whole unit and a cash payment for any fraction of a unit. The value of each fractional unit will be based on the average high and low prices of Stock as reported on the Composite Tape of the New York Stock Exchange as of the effective date of payment. |
||
2
sf-3731648
|
To the extent that an amount that is considered “nonqualified deferred compensation” subject to Code Section 409A (“deferred compensation”) is payable on account of your termination of employment, no amounts shall be paid hereunder on account thereof unless such termination of employment constitutes a “separation from service,” within the meaning of Code Section 409A. If you are a “specified employee,” within the meaning of Code Section 409A, no amount that is deferred compensation shall be paid or delivered, on account of your separation from service, earlier than the date that is six months after such separation from service. Amounts otherwise payable during that six month period shall be paid on the date that is six months and one day after your separation from service. |
|||
|
|
The Restricted Stock Units are intended to be exempt from or compliant with Code Section 409A and the U.S. Treasury Regulations relating thereto so as not to subject you to the payment of additional taxes and interest under Code Section 409A or other adverse tax consequences. In furtherance of this intent, the provisions of this Agreement will be interpreted, operated, and administered in a manner consistent with these intentions. The Committee may modify the terms of this Agreement, the Plan or both, without your consent, in the manner that the Committee may determine to be necessary or advisable in order to comply with Code Section 409A or to mitigate any additional tax, interest and/or penalties or other adverse tax consequences that may apply under Code Section 409A if compliance is not practical. This section does not create an obligation on the part of the Company to modify the terms of this Agreement or the Plan and does not guarantee that the Restricted Stock Units or the delivery of shares of Stock upon vesting/settlement of the Restricted Stock Units will not be subject to taxes, interest and penalties or any other adverse tax consequences under Code Section 409A. In no event whatsoever shall the Company be liable to any party for any additional tax, interest or penalties that may be imposed on you by Code Section 409A or any damages for failing to comply with Code Section 409A. |
||
|
Restricted Conduct |
If you engage in any of the restricted conduct described in subparagraphs (i) through (iv) below for any reason, in addition to all remedies in law and/or equity available to the Company, you shall forfeit all Restricted Stock Units (whether or not vested) and shall immediately pay to the Company, with respect to previously vested Restricted Stock Units, a cash amount equal to the Fair Market Value of the Stock plus the cash payment for any fraction of a unit received, without regard to any Tax-Related Items (as defined below) that may have been deducted from such amount. For purposes of subparagraphs (i) through (v) below, “Company” shall mean The Chemours Company and/or any of its Subsidiaries or Affiliates that have employed you or retained your services. |
||
3
sf-3731648
|
|
(i) Non-Disclosure of Confidential Information. During the course of your employment with the Company and thereafter, you shall not use or disclose, except on behalf of the Company and pursuant to the Company’s directions, any Company “Confidential Information” (i.e., information concerning the Company and / or its business that is not generally known outside the Company, which includes, but is not limited to, (a) trade secrets; (b) intellectual property, including but not limited to inventions, invention disclosures and patent applications; (c) information regarding the Company’s present and/or future products, developments, processes and systems, budgets, proposals, marketing plans, financial data and projections, suppliers, vendors, inventions, formulas, data bases, know how, ideas, developments, experiments, improvements, computer programs, software, technology, blue prints, specifications and compilations of information; (d) information about employees and employee relations, including but not limited to training manuals and procedures, recruitment method and procedures, recruitment and distribution techniques, business plans and projections, employment contracts and employee handbooks; (e) information on customers or potential customers, including but not limited to customers’ names, sales records, prices, particularities, preferences and manner of doing business, and other terms of sales and Company cost information; and (f) information received in confidence by the Company from third parties. Information regarding products, services or technological innovations in development, in test marketing or being marketed or promoted in a discrete geographic region, which information the Company is considering for broader use, shall be deemed not generally known until such broader use is actually commercially implemented.); and/or |
||
|
|
(ii) Solicitation of Employees. During your employment and for a period of one year following the termination of your employment for any reason, you shall not recruit, solicit or induce, or cause, allow, permit or aid others to recruit, solicit or induce, any employee, agent or consultant of the Company to terminate his/her employment or association with the Company; and/or |
||
|
|
(iii) Solicitation of Customers. During your employment and for a period of one year following the termination of your employment for any reason, you shall not directly or indirectly, on behalf of yourself or any other person, company or entity, call on, contact, service or solicit competing business from customers or prospective customers of Company if, within the two years prior to the termination of your employment, you had or made contact with the customer, or received or had access to Confidential Information about the customer; and/or |
||
4
sf-3731648
|
|
(iv) Non-Competition. During your employment and for a period of one year following the termination of your employment for any reason, you shall not, directly or indirectly, in any capacity, (a) compete or engage in a business similar to that of Company, (b) compete or engage in a business similar to that which the Company has plans to engage, or has engaged in during the two years prior to your termination, if, within this two-year period, you received or had access to Confidential Information regarding the proposed plans or the business in which Company engaged; or (c) take any action to invest in (other than a non- controlling ownership of securities issued by publicly held corporations), own, manage, operate, control, participate in, be employed or engaged by or be connected in any manner with any partnership, corporation or other business or entity engaging in a business similar to Company. |
||
|
|
(v) Geographic Scope. You acknowledge that due to the broad scope of Company’s customer base, the following geographic scope for subsections (iii) - (iv) of this Restricted Conduct section is necessary. Your non-competition and non-solicitation obligations under this Agreement shall include: (a) any territory in which you performed your duties for the Company; (b) any territory in which Company has customers about which you received or had access to Confidential Information during your employment; (c) any territory in which you solicited customers; or (d) any territory in which Company plans to expand its market share about which you received or had access to Confidential Information during your employment with Company. |
||
|
Recoupment Policy |
This Award shall be subject to the Company’s Incentive Compensation Clawback Policy (as it may be amended from time to time), the terms of which are incorporated herein by reference. |
||
|
Repayment/ Forfeiture |
Any benefits you may receive hereunder shall be subject to repayment or forfeiture as may be required to comply with the requirements of the U.S. Securities and Exchange Commission or any applicable law, including the requirements of the Dodd-Frank Wall Street Reform and Consumer Protection Act, or any securities exchange on which the Stock is traded, as may be in effect from time to time. |
||
|
Deferral |
If you are an officer of the Company, you may defer the settlement of this Award in accordance with any procedures established by the Company for that purpose. |
||
5
sf-3731648
|
You acknowledge that the Company and/or your employer (the “Employer”) (1) make no representations or undertakings regarding the treatment of any income tax, social insurance, payroll tax, fringe benefits tax, payment on account or other tax-related items related to the Plan and legally applicable to you (“Tax-Related Items”) in connection with any aspect of the Restricted Stock Units, including, but not limited to, the grant, vesting or settlement of the Restricted Stock Units, the subsequent sale of shares of Stock acquired pursuant to such settlement and the receipt of any dividends and/or any dividend equivalents; and (2) do not commit to and are under no obligation to structure the terms of the grant or any aspect of the Restricted Stock Units to reduce or eliminate your liability for Tax- Related Items or achieve any particular tax result. Further, if you are subject to Tax-Related Items in more than one jurisdiction, the Company and/or the Employer (or former employer, as applicable) may be required to withhold or account for Tax-Related Items in more than one jurisdiction. |
|||
|
|
Prior to any relevant taxable or tax withholding event, as applicable, you agree to make adequate arrangements satisfactory to the Company and/or the Employer to satisfy all Tax-Related Items. In this regard, you authorize the Company and/or the Employer, or their respective agents, at their discretion, to satisfy the obligations with regard to all Tax-Related Items by one or a combination of the following: (i) withholding from your wages or other cash compensation paid to you by the Company and/or the Employer; or (ii) withholding from proceeds of the sale of shares of Stock acquired upon settlement of the Restricted Stock Units either through a voluntary sale or through a mandatory sale arranged by the Company (on your behalf pursuant to this authorization without further consent); or (iii) withholding in shares of Stock to be issued upon settlement of the Restricted Stock Units. |
||
|
|
If the obligation for Tax-Related Items is satisfied by withholding in shares of Stock, for tax purposes, you are deemed to have been issued the full number of shares of Stock subject to the vested Restricted Stock Units, notwithstanding that a number of the shares of Stock are held back solely for the purpose of paying the Tax-Related Items. |
||
|
|
Finally, you agree to pay to the Company or the Employer, any amount of Tax- Related Items that the Company or the Employer may be required to withhold or account for as a result of your participation in the Plan that cannot be satisfied by the means previously described. The Company may refuse to issue or deliver the shares or the proceeds of the sale of shares of Stock, if you fail to comply with your obligations in connection with the Tax-Related Items. |
||
6
sf-3731648
|
|
Notwithstanding anything in this section to the contrary, to avoid a prohibited acceleration under Code Section 409A, if shares of Stock subject to the Restricted Stock Units will be withheld (or sold on your behalf) to satisfy any Tax Related Items arising prior to the date of settlement of the Restricted Stock Units for any portion of the Restricted Stock Units that is considered nonqualified deferred compensation subject to Code Section 409A, then the number of shares withheld (or sold on your behalf) shall not exceed the number of shares that equals the liability for Tax-Related Items. |
||
|
Severability |
The provisions of this Agreement are severable and if any one or more provisions are determined to be illegal or otherwise unenforceable, in whole or in part, the remaining provisions shall nevertheless be binding and enforceable. |
||
|
Waiver |
You acknowledge that a waiver by the Company of breach of any provision of this Agreement shall not operate or be construed as a waiver of any other provision of this Agreement, or of any subsequent breach by you or any other participant. |
||
|
Imposition of Other Requirements |
The Company reserves the right to impose other requirements on your participation in this Agreement, on the Restricted Stock Units and on any shares of Stock acquired under the Plan, to the extent the Company determines it is necessary or advisable for legal or administrative reasons, and to require you to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing. |
||
7
sf-3731648
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 3/1/20 | 4 | |||
| 3/1/19 | 4 | |||
| 3/1/18 | 4 | |||
| 3/1/17 | 4 | |||
| Filed on: | 2/17/17 | |||
| For Period end: | 12/31/16 | SD | ||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/27/24 Chemours Co. 10-K 12/31/23 200:50M Donnelley … Solutions/FA 2/10/23 Chemours Co. 10-K 12/31/22 185:39M Donnelley … Solutions/FA 2/11/22 Chemours Co. 10-K 12/31/21 185:36M ActiveDisclosure/FA 2/12/21 Chemours Co. 10-K 12/31/20 182:38M ActiveDisclosure/FA |