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Entravision Communications Corp – ‘10-K’ for 12/31/15 – ‘EX-10.31’

On:  Wednesday, 3/9/16, at 5:15pm ET   ·   For:  12/31/15   ·   Accession #:  1564590-16-14316   ·   File #:  1-15997

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/09/16  Entravision Communications Corp   10-K       12/31/15   98:14M                                    ActiveDisclosure/FA

Annual Report   —   Form 10-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML   1.40M 
 2: EX-10.31    Material Contract                                   HTML     38K 
 3: EX-21.1     Subsidiaries List                                   HTML     29K 
 4: EX-23.1     Consent of Experts or Counsel                       HTML     27K 
 5: EX-23.2     Consent of Experts or Counsel                       HTML     28K 
 6: EX-31.1     Certification -- §302 - SOA'02                      HTML     36K 
 7: EX-31.2     Certification -- §302 - SOA'02                      HTML     35K 
 8: EX-32       Certification -- §906 - SOA'02                      HTML     30K 
15: R1          Document and Entity Information                     HTML     64K 
16: R2          Consolidated Balance Sheets                         HTML    105K 
17: R3          Consolidated Balance Sheets (Parenthetical)         HTML     65K 
18: R4          Consolidated Statements of Operations               HTML     88K 
19: R5          Consolidated Statements of Operations               HTML     42K 
                (Parenthetical)                                                  
20: R6          Consolidated Statements of Comprehensive Income     HTML     43K 
21: R7          Consolidated Statements of Stockholders' Equity     HTML     90K 
22: R8          Consolidated Statements of Cash Flows               HTML    114K 
23: R9          Nature of Business                                  HTML     35K 
24: R10         Summary of Significant Accounting Policies          HTML    186K 
25: R11         Acquisitions                                        HTML     47K 
26: R12         Goodwill and Other Intangible Assets                HTML    216K 
27: R13         Property and Equipment                              HTML     88K 
28: R14         Accounts Payable and Accrued Expenses               HTML     76K 
29: R15         Long-Term Debt                                      HTML    103K 
30: R16         Derivative Instruments                              HTML     41K 
31: R17         Fair Value Measurements                             HTML     80K 
32: R18         Income Taxes                                        HTML    210K 
33: R19         Commitments and Contingencies                       HTML     52K 
34: R20         Stockholders' Equity                                HTML     41K 
35: R21         Equity Incentive Plans                              HTML    212K 
36: R22         Related-Party Transactions                          HTML     93K 
37: R23         Accumulated Other Comprehensive Income (Loss)       HTML     52K 
38: R24         Litigation                                          HTML     30K 
39: R25         Segment Data                                        HTML    370K 
40: R26         Quarterly Results of Operations                     HTML    106K 
41: R27         Schedule II - Consolidated Valuation and            HTML     99K 
                Qualifying Accounts                                              
42: R28         Summary of Significant Accounting Policies          HTML    251K 
                (Policies)                                                       
43: R29         Summary of Significant Accounting Policies          HTML    129K 
                (Tables)                                                         
44: R30         Acquisitions (Tables)                               HTML     40K 
45: R31         Goodwill and Other Intangible Assets (Tables)       HTML    207K 
46: R32         Property and Equipment (Tables)                     HTML     86K 
47: R33         Accounts Payable and Accrued Expenses (Tables)      HTML     76K 
48: R34         Long-Term Debt (Tables)                             HTML     74K 
49: R35         Fair Value Measurements (Tables)                    HTML     77K 
50: R36         Income Taxes (Tables)                               HTML    208K 
51: R37         Commitments and Contingencies (Tables)              HTML     45K 
52: R38         Equity Incentive Plans (Tables)                     HTML    208K 
53: R39         Related-Party Transactions (Tables)                 HTML     84K 
54: R40         Accumulated Other Comprehensive Income (Loss)       HTML     48K 
                (Tables)                                                         
55: R41         Segment Data (Tables)                               HTML    364K 
56: R42         Quarterly Results of Operations (Tables)            HTML    104K 
57: R43         Nature of Business - Additional Information         HTML     39K 
                (Detail)                                                         
58: R44         Summary of Significant Accounting Policies -        HTML     73K 
                Additional Information (Detail)                                  
59: R45         Summary of Significant Accounting Policies -        HTML     66K 
                Reconciliation of Basic and Diluted Income (Loss)                
                Per Share (Detail)                                               
60: R46         Acquisitions - Additional Information (Detail)      HTML     62K 
61: R47         Acquisitions - Summary of Purchase Price            HTML     49K 
                Allocation for Company's Acquisition of Pulpo                    
                Media, Inc (Detail)                                              
62: R48         Goodwill and Other Intangible Assets - Carrying     HTML     44K 
                Amount of Goodwill (Detail)                                      
63: R49         Goodwill and Other Intangible Assets - Composition  HTML     55K 
                of Company's Acquired Intangible Assets and                      
                Associated Accumulated Amortization (Detail)                     
64: R50         Goodwill and Other Intangible Assets - Additional   HTML     43K 
                Information (Detail)                                             
65: R51         Goodwill and Other Intangible Assets - Estimated    HTML     39K 
                Amortization Expense (Detail)                                    
66: R52         Property and Equipment - Property and Equipment     HTML     65K 
                (Detail)                                                         
67: R53         Property and Equipment - Additional Information     HTML     30K 
                (Detail)                                                         
68: R54         Accounts Payable and Accrued Expenses - Accounts    HTML     61K 
                Payable and Accrued Expenses (Detail)                            
69: R55         Long-Term Debt - Long-Term Debt (Detail)            HTML     35K 
70: R56         Long-Term Debt - Scheduled Maturities of Long-Term  HTML     45K 
                Debt (Detail)                                                    
71: R57         Long-Term Debt - Additional Information (Detail)    HTML     52K 
72: R58         Long-Term Debt - 2012 Credit Facility - Additional  HTML     34K 
                Information (Detail)                                             
73: R59         Long-Term Debt - 2013 Credit Facility - Additional  HTML    108K 
                Information (Detail)                                             
74: R60         Long-Term Debt - Margin for Revolving Loans         HTML     42K 
                (Detail)                                                         
75: R61         Derivative Instruments - Additional Information     HTML     52K 
                (Detail)                                                         
76: R62         Fair Value Measurements - Fair Value of Assets and  HTML     40K 
                Liabilities Measured on Recurring Basis (Detail)                 
77: R63         Income Taxes - Provision (Benefit) for Income       HTML     55K 
                Taxes (Detail)                                                   
78: R64         Income Taxes - Additional Information (Detail)      HTML     84K 
79: R65         Income Taxes - Schedule of Effective Income Tax     HTML     47K 
                Rate (Detail)                                                    
80: R66         Income Taxes - Components of Deferred Tax Assets    HTML     71K 
                and Liabilities (Detail)                                         
81: R67         Income Taxes - Unrecognized Tax Benefits (Detail)   HTML     32K 
82: R68         Commitments and Contingencies - Additional          HTML     55K 
                Information (Detail)                                             
83: R69         Commitments and Contingencies - Future Minimum      HTML     47K 
                Lease Payments under These Non-cancelable                        
                Operating Leases (Detail)                                        
84: R70         Stockholders' Equity - Additional Information       HTML     55K 
                (Detail)                                                         
85: R71         Equity Incentive Plans - Additional Information     HTML     89K 
                (Detail)                                                         
86: R72         Equity Incentive Plans - Fair Value of Each Stock   HTML     42K 
                Option Granted Weighted-Average Assumptions                      
                (Detail)                                                         
87: R73         Equity Incentive Plans - Summary of Stock Option    HTML     77K 
                Activity (Detail)                                                
88: R74         Equity Incentive Plans - Summary of Nonvested       HTML     51K 
                Restricted Stock and Restricted Stock Units                      
                Activity (Detail)                                                
89: R75         Related-Party Transactions - Additional             HTML     41K 
                Information (Detail)                                             
90: R76         Related-Party Transactions - Summary of             HTML     57K 
                Related-Party Balances with Univision and Other                  
                Related Parties (Detail)                                         
91: R77         Accumulated Other Comprehensive Income (Loss) -     HTML     41K 
                Summary of Components of AOCI (Detail)                           
92: R78         Segment Data - Additional Information (Detail)      HTML     43K 
93: R79         Segment Data - Separate Financial Data for Each of  HTML    118K 
                Company's Operating Segment (Detail)                             
94: R80         Quarterly Results of Operations - Summary of        HTML     46K 
                Quarterly Results of Operations (Detail)                         
95: R81         Schedule II - Consolidated Valuation and            HTML     42K 
                Qualifying Accounts (Detail)                                     
97: XML         IDEA XML File -- Filing Summary                      XML    178K 
96: EXCEL       IDEA Workbook of Financial Reports                  XLSX    109K 
 9: EX-101.INS  XBRL Instance -- evc-20151231                        XML   4.18M 
11: EX-101.CAL  XBRL Calculations -- evc-20151231_cal                XML    200K 
12: EX-101.DEF  XBRL Definitions -- evc-20151231_def                 XML    646K 
13: EX-101.LAB  XBRL Labels -- evc-20151231_lab                      XML   1.40M 
14: EX-101.PRE  XBRL Presentations -- evc-20151231_pre               XML   1.10M 
10: EX-101.SCH  XBRL Schema -- evc-20151231                          XSD    213K 
98: ZIP         XBRL Zipped Folder -- 0001564590-16-014316-xbrl      Zip    218K 


‘EX-10.31’   —   Material Contract


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



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EXHIBIT 10.31

 

ENTRAVISION COMMUNICATIONS CORPORATION

2004 EQUITY INCENTIVE PLAN

 

RESTRICTED STOCK UNIT AWARD

GRANT DATE: __________________

 

Dear Participant:

 

You have been granted an award of Restricted Stock Units (an “Award”) under the Entravision Communications Corporation (together with its Affiliates, the “Company”) 2004 Equity Incentive Plan, as amended (the “Plan”) with the terms and conditions as set forth on Exhibit A to this Award agreement (this “Award Agreement”) and as follows:

 

Grant Date:

 

__________________

Issuance of Shares:

 

As soon as practicable after your Restricted Stock Units vest, the Company will issue in your name a number of Shares equal to the number of Restricted Stock Units that have vested.

 

Vesting:

The Restricted Stock Units will vest as set forth on Exhibit A to this Award Agreement.  

 

If your employment terminates as a result of death or Disability prior to the vesting date, your Restricted Stock Units will become fully vested on the date of such termination.  If you are employed by the Company at the time of a Change of Control, your Restricted Stock Units will vest as determined by the Compensation Committee of the Board of Directors of the Company (the “Committee”) or otherwise as provided by Section 16(c) of the Plan (provided, that, for purposes of Section 16(d) of the Plan and notwithstanding anything therein, accelerated vesting of Restricted Stock Units will be cut back as necessary to avoid the application of Section 280G, if applicable, and neither you nor the Company will have any discretion to elect other compensation to be cut back prior to cutting back any accelerated vesting under this Award).  Upon any other termination of employment prior to the vesting date, you will forfeit the Restricted Stock Units.

 

Transferability of

Restricted Shares:

By accepting this Award, you agree not to sell any Shares acquired under this Award at a time when applicable law or Company policies (including without limitation, the Company’s Insider Trading Policy) prohibit such sale.

 

Rights as Shareholder:

 

 

 

 

You will not be deemed for any purposes to be a shareholder of the Company with respect to any of the Restricted Share Units unless and until Shares are issued therefor upon vesting of the Restricted Stock Units.

1

 


 

Transferability of Award:

 

You may not transfer, assign, hypothecate, pledge or encumber this Award for any reason, other than any transfer under your will or as required by intestate laws. Except for permitted transfers as described in the foregoing sentence, any attempted transfer, assignment, hypothecation, pledge or encumbrance will be null and void. Your Restricted Stock Units are not subject to any offset for any amounts that may be owed to the Company or otherwise.

 

Tax Withholding:

To the extent that the payment of the Restricted Stock Units results in income to you for Federal, state or local income tax purposes, the Company may withhold that number of Shares otherwise deliverable to you having an aggregate Fair Market Value on the date the tax is to be determined equal to the minimum statutory total tax that the Company must withhold. The value of any fractional Share remaining shall be paid in cash.

 

2

 


 

Miscellaneous:

The existence of this Award shall not affect in any way the right or power of the Company or its shareholders to make or authorize any or all adjustments, recapitalizations, reorganizations or other changes in the Company’s capital structure or its business, or any merger or consolidation of the Company, or any issuance of bonds, debentures, preferred or prior preference stock senior to or affecting the common stock or the rights thereof, or dissolution or liquidation of the Company, or any sale or transfer of all or any part of the Company’s assets or business or any other corporate act or proceeding, whether of a similar character or otherwise.

This Award shall be interpreted by the Committee and any interpretation by the Committee of the terms of this Award or the Plan and any determination made by the Committee pursuant to this Award shall be final, binding and conclusive.

The issuance of Shares under this Award shall be subject to all applicable laws, rules, and regulations, and to such approvals by any governmental agencies or national securities exchanges as may be required.

The Restricted Stock Units granted hereunder are not intended to provide for any deferral of compensation subject to Code Section 409A and, accordingly, the benefits provided pursuant hereto shall be paid on or before the fifteenth day of the third month following the taxable year in which such benefit vests and is no longer subject to a substantial risk of forfeiture, as determined in accordance with Code Section 409A and any Treasury Regulations and other guidance issued thereunder.  The Company makes no representation or warranty and shall have no liability to Grantee or any other person if any provisions of this Agreement are determined to constitute deferred compensation subject to Section 409A of the Code but do not satisfy an exemption or exception from, or the conditions of, Section 409A of the Code.  Each payment under this Agreement shall be considered a separate payment and not one of a series of payments for purposes of

Section 409A of the Code.  If the Company determines that one or more of the payments or benefits under this Agreement are in fact a “deferral of compensation” within the meaning of Section 409A of the Code (“Deferred Compensation”) and if Grantee is a “specified employee” (as determined by the Company in accordance with Section 409A of the Code) as of the date of Executive’s Separation from Service, then any payment of any amount constituting Deferred Compensation to which Executive otherwise would be entitled to receive hereunder during the first six months following his Separation from Service will be withheld until the first Company payroll date that occurs in the seventh month immediately following Grantee’s Separation from Service, at which time Grantee shall be paid a lump-sum payment in an amount equal to the amount of the Deferred Compensation that otherwise would have been paid to Grantee pursuant to this Agreement absent the application of this provision.

 

This Restricted Stock Unit Award is granted under and governed by the terms and conditions of the Plan. Additional provisions regarding your Award and definitions of capitalized terms used and not defined in this Award can be found in the Plan.

3

 


5 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/16/22  Entravision Communications Corp.  10-K       12/31/21  109:23M                                    Donnelley … Solutions/FA
 8/02/21  Entravision Communications Corp.  S-8         8/02/21    4:170K                                   ActiveDisclosure/FA
 4/12/21  Entravision Communications Corp.  10-K       12/31/20  108:20M                                    ActiveDisclosure/FA
11/07/16  SEC                               UPLOAD9/21/17    1:123K Entravision Communications Corp.
10/13/16  SEC                               UPLOAD9/21/17    1:340K Entravision Communications Corp.
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Filing Submission 0001564590-16-014316   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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