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Restricted Stock Unit Agreement
Restricted Stock Unit Agreement (14K)
Doc #192960: Click preview link for longer preview.
RESTRICTED STOCK UNIT AGREEMENT
This RESTRICTED STOCK UNIT AGREEMENT ("AGREEMENT"), dated
September 11, 2003, between Avatar Holdings Inc., a Delaware corporation (the
"COMPANY") and Dennis Getman (the "PARTICIPANT").
1. AWARD. Pursuant to the provisions of the Amended and Restated 1997
Incentive and Capital Accumulation Plan, as the same may be amended, modified
and supplemented (the "PLAN"), the Compensation Committee (the "COMMITTEE") of
the Board of Directors of the Company (the "BOARD") hereby awards to the
Participant, on the date hereof, subject to the terms and conditions of the Plan
and subject further to the terms and conditions herein set forth, an opportunity
to receive 15,504 Restricted Stock Units ("UNITS"). Capitalized terms used but
not defined herein shall have the meanings assigned to them in the Plan.
2. TERMS AND CONDITIONS. The award evidenced by this Agreement is
subject to the following terms and conditions:
(a) The Participant is hereby granted 15,504 Units on the date hereof.
(b) The Participant shall not possess any incidents of ownership
(including, without limitation, dividend and voting rights) in shares of Common
Stock in respect of the Units until such Units have vested and been distributed
to the Participant in the form of shares of Common Stock in accordance with
Sections 3 and 4 hereof.
(c) Except as provided in this Section 2(c), the Units and any interest
of the Participant therein may not be sold, assigned, transferred, pledged,
hypothecated or otherwise disposed of. Any attempt to transfer Units in
contravention of this Section 2(c) is void AB INITIO. Units shall not be subject
to execution, attachment or other process. Notwithstanding the foregoing, with
the prior written consent of the Committee, the Participant shall be permitted
to transfer such Units to members of his immediate family (I.E., children,
grandchildren or spouse), trusts for the benefit of such family members, and
partnerships whose only partners are such family members; PROVIDED, HOWEVER,
that no consideration can be paid for the transfer of the Units and the
transferee of the Units shall be subject to all conditions applicable to the
Units (including all of the terms and conditions of this Agreement) prior to
transfer.
3. VESTING AND CONVERSION OF UNITS. On January 2, 2007, the Units
granted to the Participant pursuant to Section 2(a) hereof, shall vest in full
and such vested Units shall be converted into an equivalent number of shares of
Common Stock that will be promptly distributed to the Participant; PROVIDED,
HOWEVER, that subject to the provisions of Section 4 hereof, no Units shall vest
or be converted and distributed to the Participant unless the Participant is an
employee of the Company on December 31, 2006.
192960
|
Avatar Holdings
As referenced in this Restricted Stock Unit Agreement:
Avatar Holdings – STOCK UNIT AGREEMENT
{TEXT}
{PAGE}
Exhibit 10.2
RESTRICTED STOCK UNIT AGREEMENT
This RESTRICTED STOCK UNIT AGREEMENT ("AGREEMENT"), dated
September 11, 2003, between Avatar Holdings Inc., a Delaware corporation (the
"COMPANY") and Dennis Getman (the "PARTICIPANT").
1. AWARD. Pursuant to the provisions of the Amended and Restated 1997
_____________
Avatar Holdings – Participant's employment records,
or such other address as the Participant may designate in writing to the
Company, or (ii) to the Company, Avatar Holdings Inc., 201 Alhambra Circle, 12th
Floor, Coral Gables, Florida 33134 Attention: Chairman of the Board, or such
other address as the Company may
_____________
AVATAR HOLDINGS – not affect the interpretation hereof.
4
{PAGE}
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of
the date first written above.
AVATAR HOLDINGS INC.
By: /s/ GERALD D. KELFER
-----------------------------------
Name: Gerald D. Kelfer
Title: Chief Executive Officer
/s/ DENNIS J. GETMAN
---------------------------------
Dennis Getman
5
{/TEXT}
{/DOCUMENT}
_____________
dt 118687
;
| Dennis Getman
|
| Preview
Full Doc
| 2003 |
Restricted Stock Unit Agreement
Restricted Stock Unit Agreement (18K)
Doc #193070: Click preview link for longer preview.
RESTRICTED STOCK UNIT AGREEMENT
This RESTRICTED STOCK UNIT AGREEMENT ("Agreement"), dated
March 27, 2003, between Avatar Holdings Inc., a Delaware corporation (the
"Company") and Gerald D. Kelfer (the "Participant").
1. AWARD. Pursuant to the provisions of the Amended and Restated
1997 Incentive and Capital Accumulation Plan, as the same may be amended,
modified and supplemented (the "Plan"), the Compensation Committee (the
"Committee") of the Board of Directors of the Company (the "Board") hereby
awards to the Participant, on the date hereof, subject to the terms and
conditions of the Plan and subject further to the terms and conditions herein
set forth, an opportunity to receive 50,000 Performance Conditioned Restricted
Stock Units ("Units"). Capitalized terms used but not defined herein shall have
the meanings assigned to them in the Plan. This award is intended to constitute
a Performance-Based Award within the meaning of the Plan.
2. TERMS AND CONDITIONS. It is understood and agreed that the
award evidenced by this Agreement is subject to the following terms and
conditions:
(a) The Participant shall be granted, automatically and without further
authorization on the part of the Committee, 50,000 Units upon satisfaction of
the following condition (the date on which such condition is satisfied being
hereinafter referred to as the "Grant Date"): (i) the closing stock price of the
Common Stock on its principal trading market shall have been at least $34.00 per
share for 20 trading days out of 30 consecutive trading days or the Company
consummates a transaction which results in the stockholders of the Company
receiving cash, securities, or other property (or any combination thereof)
having a "value" as determined by the Committee of at least $34.00 per share in
either case, during the period beginning on the date immediately following the
date hereof and ending on December 31, 2008 (the "Hurdle Price Condition");
provided, however, that no Units shall be granted if the Participant's
employment with the Company has terminated for any reason on or prior to the
time the Hurdle Price Condition is satisfied. For purposes of this Section 2(a),
"value" shall mean the amount received by the stockholders of the Company taking
into account the net present value of any debt, securities, future payments,
contingent rights or other non-cash consideration to be paid to such
stockholders.
(b) The Participant shall not possess any incidents of ownership
(including, without limitation, dividend and voting rights) in shares of Common
Stock in respect of the Units until such Units have vested and been distributed
to the Participant in the form of shares of Common Stock in accordance with
Sections 3 and 4 hereof.
(c) Except as provided in this Section 2(c), the Units and any
interest of the Participant therein may not be sold, assigned, transferred,
pledged, hypothecated or otherwise disposed of. Any attempt to transfer Units in
contravention of this Section 2(c)
193070
|
Avatar Holdings
As referenced in this Restricted Stock Unit Agreement:
Avatar Holdings – STOCK UNIT AGREEMENT
{TEXT}
{PAGE}
Exhibit 10.4
RESTRICTED STOCK UNIT AGREEMENT
This RESTRICTED STOCK UNIT AGREEMENT ("Agreement"), dated
March 27, 2003, between Avatar Holdings Inc., a Delaware corporation (the
"Company") and Gerald D. Kelfer (the "Participant").
1. AWARD. Pursuant to the provisions of the Amended and Restated
_____________
Avatar Holdings – Participant's employment records,
or such other address as the Participant may designate in writing to the
Company, or (ii) to the Company, Avatar Holdings Inc., 201 Alhambra Circle, 12th
Floor, Coral Gables, Florida 33134 Attention: Chairman of the Board, or such
other address as the Company may
_____________
AVATAR HOLDINGS – and shall not affect the interpretation hereof.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of
the date first written above.
AVATAR HOLDINGS INC.
By: /s/ Charles L. McNairy
---------------------------------
Name: Charles L. McNairy
Title: Executive Vice President
/s/ Gerald D. Kelfer
---------------------------------
Gerald D. Kelfer
6
{/TEXT}
{/
_____________
dt 118688
;
| Gerald D. Kelfer
|
| Preview
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| 2003 |
Restricted Stock Unit Agreement
Restricted Stock Unit Agreement (18K)
Doc #193071: Click preview link for longer preview.
RESTRICTED STOCK UNIT AGREEMENT
This RESTRICTED STOCK UNIT AGREEMENT ("Agreement"), dated
March 27, 2003, between Avatar Holdings Inc., a Delaware corporation (the
"Company") and Gerald D. Kelfer (the "Participant").
1. AWARD. Pursuant to the provisions of the Amended and Restated
1997 Incentive and Capital Accumulation Plan, as the same may be amended,
modified and supplemented (the "Plan"), the Compensation Committee (the
"Committee") of the Board of Directors of the Company (the "Board") hereby
awards to the Participant, on the date hereof, subject to the terms and
conditions of the Plan and subject further to the terms and conditions herein
set forth, an opportunity to receive 23,700 Performance Conditioned Restricted
Stock Units ("Units"). Capitalized terms used but not defined herein shall have
the meanings assigned to them in the Plan. This award is intended to constitute
a Performance-Based Award within the meaning of the Plan.
2. TERMS AND CONDITIONS. It is understood and agreed that the
award evidenced by this Agreement is subject to the following terms and
conditions:
(a) The Participant shall be granted, automatically and without
further authorization on the part of the Committee, 23,700 Units upon
satisfaction of the following condition (the date on which such condition is
satisfied being hereinafter referred to as the "Grant Date"): (i) the closing
stock price of the Common Stock on its principal trading market shall have been
at least $38.00 per share for 20 trading days out of 30 consecutive trading days
or the Company consummates a transaction which results in the stockholders of
the Company receiving cash, securities, or other property (or any combination
thereof) having a "value" as determined by the Committee of at least $38.00 per
share in either case, during the period beginning on the date immediately
following the date hereof and ending on December 31, 2008 (the "Hurdle Price
Condition"); provided, however, that no Units shall be granted if the
Participant's employment with the Company has terminated for any reason on or
prior to the time the Hurdle Price Condition is satisfied. For purposes of this
Section 2(a), "value" shall mean the amount received by the stockholders of the
Company taking into account the net present value of any debt, securities,
future payments, contingent rights or other non-cash consideration to be paid to
such stockholders.
(b) The Participant shall not possess any incidents of ownership
(including, without limitation, dividend and voting rights) in shares of Common
Stock in respect of the Units until such Units have vested and been distributed
to the Participant in the form of shares of Common Stock in accordance with
Sections 3 and 4 hereof.
(c) Except as provided in this Section 2(c), the Units and any
interest of the Participant therein may not be sold, assigned, transferred,
pledged, hypothecated or otherwise disposed of. Any attempt to transfer Units in
contravention of this Section 2(c)
193071
|
Avatar Holdings
As referenced in this Restricted Stock Unit Agreement:
Avatar Holdings – AGREEMENT (23,700)
{TEXT}
{PAGE}
Exhibit 10.6
RESTRICTED STOCK UNIT AGREEMENT
This RESTRICTED STOCK UNIT AGREEMENT ("Agreement"), dated
March 27, 2003, between Avatar Holdings Inc., a Delaware corporation (the
"Company") and Gerald D. Kelfer (the "Participant").
1. AWARD. Pursuant to the provisions of the Amended and Restated
_____________
Avatar Holdings – Participant's employment records,
or such other address as the Participant may designate in writing to the
Company, or (ii) to the Company, Avatar Holdings Inc., 201 Alhambra Circle, 12th
Floor, Coral Gables, Florida 33134 Attention: Chairman of the Board, or such
other address as the Company may
_____________
AVATAR HOLDINGS – not affect the interpretation hereof.
6
{PAGE}
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of
the date first written above.
AVATAR HOLDINGS INC.
By: /s/ Charles L. McNairy
---------------------------------
Name: Charles L. McNairy
Title: Executive Vice President
/s/ Gerald D. Kelfer
---------------------------------
Gerald D. Kelfer
7
{/TEXT}
{/
_____________
dt 118689
;
| Gerald D. Kelfer
|
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| 2003 |
Restricted Stock Unit Agreement
Restricted Stock Unit Agreement (18K)
Doc #193072: Click preview link for longer preview.
RESTRICTED STOCK UNIT AGREEMENT
This RESTRICTED STOCK UNIT AGREEMENT ("Agreement"), dated
March 27, 2003, between Avatar Holdings Inc., a Delaware corporation (the
"Company") and Gerald D. Kelfer (the "Participant").
1. AWARD. Pursuant to the provisions of the Amended and Restated
1997 Incentive and Capital Accumulation Plan, as the same may be amended,
modified and supplemented (the "Plan"), the Compensation Committee (the
"Committee") of the Board of Directors of the Company (the "Board") hereby
awards to the Participant, on the date hereof, subject to the terms and
conditions of the Plan and subject further to the terms and conditions herein
set forth, an opportunity to receive 20,000 Performance Conditioned Restricted
Stock Units ("Units"). Capitalized terms used but not defined herein shall have
the meanings assigned to them in the Plan. This award is intended to constitute
a Performance-Based Award within the meaning of the Plan.
2. TERMS AND CONDITIONS. It is understood and agreed that the
award evidenced by this Agreement is subject to the following terms and
conditions:
(a) The Participant shall be granted, automatically and without further
authorization on the part of the Committee, 20,000 Units upon satisfaction of
the following condition (the date on which such condition is satisfied being
hereinafter referred to as the "Grant Date"): (i) the closing stock price of the
Common Stock on its principal trading market shall have been at least $42.00 per
share for 20 trading days out of 30 consecutive trading days or the Company
consummates a transaction which results in the stockholders of the Company
receiving cash, securities, or other property (or any combination thereof)
having a "value" as determined by the Committee of at least $42.00 per share in
either case, during the period beginning on the date immediately following the
date hereof and ending on December 31, 2008 (the "Hurdle Price Condition");
provided, however, that no Units shall be granted if the Participant's
employment with the Company has terminated for any reason on or prior to the
time the Hurdle Price Condition is satisfied. For purposes of this Section 2(a),
"value" shall mean the amount received by the stockholders of the Company taking
into account the net present value of any debt, securities, future payments,
contingent rights or other non-cash consideration to be paid to such
stockholders.
(b) The Participant shall not possess any incidents of ownership
(including, without limitation, dividend and voting rights) in shares of Common
Stock in respect of the Units until such Units have vested and been distributed
to the Participant in the form of shares of Common Stock in accordance with
Sections 3 and 4 hereof.
(c) Except as provided in this Section 2(c), the Units and any
interest of the Participant therein may not be sold, assigned, transferred,
pledged, hypothecated or otherwise disposed of. Any attempt to transfer Units in
contravention of this Section 2(c)
193072
|
Avatar Holdings
As referenced in this Restricted Stock Unit Agreement:
Avatar Holdings – AGREEMENT (20,000)
{TEXT}
{PAGE}
Exhibit 10.7
RESTRICTED STOCK UNIT AGREEMENT
This RESTRICTED STOCK UNIT AGREEMENT ("Agreement"), dated
March 27, 2003, between Avatar Holdings Inc., a Delaware corporation (the
"Company") and Gerald D. Kelfer (the "Participant").
1. AWARD. Pursuant to the provisions of the Amended and Restated
_____________
Avatar Holdings – Participant's employment records,
or such other address as the Participant may designate in writing to the
Company, or (ii) to the Company, Avatar Holdings Inc., 201 Alhambra Circle, 12th
Floor, Coral Gables, Florida 33134 Attention: Chairman of the Board, or such
other address as the Company may
_____________
AVATAR HOLDINGS – not affect the interpretation hereof.
6
{PAGE}
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of
the date first written above.
AVATAR HOLDINGS INC.
By: /s/ Charles L. McNairy
---------------------------------
Name: Charles L. McNairy
Title: Executive Vice President
/s/ Gerald D. Kelfer
---------------------------------
Gerald D. Kelfer
7
{/TEXT}
{/
_____________
dt 118690
;
| Gerald D. Kelfer
|
| Preview
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| 2003 |
Restricted Stock Unit Agreement
Restricted Stock Unit Agreement (18K)
Doc #193075: Click preview link for longer preview.
RESTRICTED STOCK UNIT AGREEMENT
This RESTRICTED STOCK UNIT AGREEMENT ("Agreement"), dated
March 27, 2003, between Avatar Holdings Inc., a Delaware corporation (the
"Company") and Gerald D. Kelfer (the "Participant").
1. AWARD. Pursuant to the provisions of the Amended and Restated
1997 Incentive and Capital Accumulation Plan, as the same may be amended,
modified and supplemented (the "Plan"), the Compensation Committee (the
"Committee") of the Board of Directors of the Company (the "Board") hereby
awards to the Participant, on the date hereof, subject to the terms and
conditions of the Plan and subject further to the terms and conditions herein
set forth, an opportunity to receive 16,300 Performance Conditioned Restricted
Stock Units ("Units"). Capitalized terms used but not defined herein shall have
the meanings assigned to them in the Plan. This award is intended to constitute
a Performance-Based Award within the meaning of the Plan.
2. TERMS AND CONDITIONS. It is understood and agreed that the
award evidenced by this Agreement is subject to the following terms and
conditions:
(a) The Participant shall be granted, automatically and without further
authorization on the part of the Committee, 16,300 Units upon satisfaction of
the following condition (the date on which such condition is satisfied being
hereinafter referred to as the "Grant Date"): (i) the closing stock price of the
Common Stock on its principal trading market shall have been at least $50.00 per
share for 20 trading days out of 30 consecutive trading days or the Company
consummates a transaction which results in the stockholders of the Company
receiving cash, securities, or other property (or any combination thereof)
having a "value" as determined by the Committee of at least $50.00 per share in
either case, during the period beginning on the date immediately following the
date hereof and ending on December 31, 2008 (the "Hurdle Price Condition");
provided, however, that no Units shall be granted if the Participant's
employment with the Company has terminated for any reason on or prior to the
time the Hurdle Price Condition is satisfied. For purposes of this Section 2(a),
"value" shall mean the amount received by the stockholders of the Company taking
into account the net present value of any debt, securities, future payments,
contingent rights or other non-cash consideration to be paid to such
stockholders.
(b) The Participant shall not possess any incidents of ownership
(including, without limitation, dividend and voting rights) in shares of Common
Stock in respect of the Units until such Units have vested and been distributed
to the Participant in the form of shares of Common Stock in accordance with
Sections 3 and 4 hereof.
(c) Except as provided in this Section 2(c), the Units and any
interest of the Participant therein may not be sold, assigned, transferred,
pledged, hypothecated or otherwise disposed of. Any attempt to transfer Units in
contravention of this Section 2(c)
193075
|
Avatar Holdings
As referenced in this Restricted Stock Unit Agreement:
Avatar Holdings – AGREEMENT (16,300)
{TEXT}
{PAGE}
Exhibit 10.9
RESTRICTED STOCK UNIT AGREEMENT
This RESTRICTED STOCK UNIT AGREEMENT ("Agreement"), dated
March 27, 2003, between Avatar Holdings Inc., a Delaware corporation (the
"Company") and Gerald D. Kelfer (the "Participant").
1. AWARD. Pursuant to the provisions of the Amended and Restated
_____________
Avatar Holdings – Participant's employment records,
or such other address as the Participant may designate in writing to the
Company, or (ii) to the Company, Avatar Holdings Inc., 201 Alhambra Circle, 12th
Floor, Coral Gables, Florida 33134 Attention: Chairman of the Board, or such
other address as the Company may
_____________
AVATAR HOLDINGS – not affect the interpretation hereof.
6
{PAGE}
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of
the date first written above.
AVATAR HOLDINGS INC.
By: /s/ Charles L. McNairy
---------------------------------
Name: Charles L. McNairy
Title: Executive Vice President
/s/ Gerald D. Kelfer
---------------------------------
Gerald D. Kelfer
7
{/TEXT}
{/
_____________
dt 118691
;
| Gerald D. Kelfer
|
| Preview
Full Doc
| 2003 |
Restricted Stock Unit Agreement
Restricted Stock Unit Agreement (18K)
Doc #193076: Click preview link for longer preview.
RESTRICTED STOCK UNIT AGREEMENT
This RESTRICTED STOCK UNIT AGREEMENT ("Agreement"), dated
March 27, 2003, between Avatar Holdings Inc., a Delaware corporation (the
"Company") and Jonathan Fels (the "Participant").
1. AWARD. Pursuant to the provisions of the Amended and Restated
1997 Incentive and Capital Accumulation Plan, as the same may be amended,
modified and supplemented (the "Plan"), the Compensation Committee (the
"Committee") of the Board of Directors of the Company (the "Board") hereby
awards to the Participant, on the date hereof, subject to the terms and
conditions of the Plan and subject further to the terms and conditions herein
set forth, an opportunity to receive 25,000 Performance Conditioned Restricted
Stock Units ("Units"). Capitalized terms used but not defined herein shall have
the meanings assigned to them in the Plan. This award is intended to constitute
a Performance-Based Award within the meaning of the Plan.
2. TERMS AND CONDITIONS. It is understood and agreed that the
award evidenced by this Agreement is subject to the following terms and
conditions:
(a) The Participant shall be granted, automatically and without
further authorization on the part of the Committee, 25,000 Units upon
satisfaction of the following condition (the date on which such condition is
satisfied being hereinafter referred to as the "Grant Date"): (i) the closing
stock price of the Common Stock on its principal trading market shall have been
at least $34.00 per share for 20 trading days out of 30 consecutive trading days
or the Company consummates a transaction which results in the stockholders of
the Company receiving cash, securities, or other property (or any combination
thereof) having a "value" as determined by the Committee of at least $34.00 per
share in either case, during the period beginning on the date immediately
following the date hereof and ending on December 31, 2007 (the "Hurdle Price
Condition"); provided, however, that no Units shall be granted if the
Participant's employment with the Company has terminated for any reason on or
prior to the time the Hurdle Price Condition is satisfied. For purposes of this
Section 2(a), "value" shall mean the amount received by the stockholders of the
Company taking into account the net present value of any debt, securities,
future payments, contingent rights or other non-cash consideration to be paid to
such stockholders.
(b) The Participant shall not possess any incidents of ownership
(including, without limitation, dividend and voting rights) in shares of Common
Stock in respect of the Units until such Units have vested and been distributed
to the Participant in the form of shares of Common Stock in accordance with
Sections 3 and 4 hereof.
(c) Except as provided in this Section 2(c), the Units and any
interest of the Participant therein may not be sold, assigned, transferred,
pledged, hypothecated or otherwise disposed of. Any attempt to transfer Units in
contravention of this Section 2(c)
193076
|
Avatar Holdings
As referenced in this Restricted Stock Unit Agreement:
Avatar Holdings – 3/27/03
{TEXT}
{PAGE}
Exhibit 10.13
RESTRICTED STOCK UNIT AGREEMENT
This RESTRICTED STOCK UNIT AGREEMENT ("Agreement"), dated
March 27, 2003, between Avatar Holdings Inc., a Delaware corporation (the
"Company") and Jonathan Fels (the "Participant").
1. AWARD. Pursuant to the provisions of the Amended and Restated
1997
_____________
Avatar Holdings – Participant's employment records,
or such other address as the Participant may designate in writing to the
Company, or (ii) to the Company, Avatar Holdings Inc., 201 Alhambra Circle, 12th
Floor, Coral Gables, Florida 33134 Attention: Chairman of the Board, or such
other address as the Company may
_____________
AVATAR HOLDINGS – not affect the interpretation hereof.
6
{PAGE}
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of
the date first written above.
AVATAR HOLDINGS INC.
By: /s/ Gerald D. Kelfer
----------------------------------------
Name: Gerald D. Kelfer
Title: Chief Executive Officer
/s/ Jonathan Fels
----------------------------------------
Jonathan Fels
7
{/TEXT}
{/DOCUMENT}
_____________
dt 118692
;
| Jonathan Fels
|
| Preview
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| 2003 |
Restricted Stock Unit Agreement
Restricted Stock Unit Agreement (18K)
Doc #193077: Click preview link for longer preview.
RESTRICTED STOCK UNIT AGREEMENT
This RESTRICTED STOCK UNIT AGREEMENT ("Agreement"), dated
March 27, 2003, between Avatar Holdings Inc., a Delaware corporation (the
"Company") and Michael Levy (the "Participant").
1. AWARD. Pursuant to the provisions of the Amended and Restated
1997 Incentive and Capital Accumulation Plan, as the same may be amended,
modified and supplemented (the "Plan"), the Compensation Committee (the
"Committee") of the Board of Directors of the Company (the "Board") hereby
awards to the Participant, on the date hereof, subject to the terms and
conditions of the Plan and subject further to the terms and conditions herein
set forth, an opportunity to receive 25,000 Performance Conditioned Restricted
Stock Units ("Units"). Capitalized terms used but not defined herein shall have
the meanings assigned to them in the Plan. This award is intended to constitute
a Performance-Based Award within the meaning of the Plan.
2. TERMS AND CONDITIONS. It is understood and agreed that the
award evidenced by this Agreement is subject to the following terms and
conditions:
(a) The Participant shall be granted, automatically and without
further authorization on the part of the Committee, 25,000 Units upon
satisfaction of the following condition (the date on which such condition is
satisfied being hereinafter referred to as the "Grant Date"): (i) the closing
stock price of the Common Stock on its principal trading market shall have been
at least $34.00 per share for 20 trading days out of 30 consecutive trading days
or the Company consummates a transaction which results in the stockholders of
the Company receiving cash, securities, or other property (or any combination
thereof) having a "value" as determined by the Committee of at least $34.00 per
share in either case, during the period beginning on the date immediately
following the date hereof and ending on December 31, 2007 (the "Hurdle Price
Condition"); provided, however, that no Units shall be granted if the
Participant's employment with the Company has terminated for any reason on or
prior to the time the Hurdle Price Condition is satisfied. For purposes of this
Section 2(a), "value" shall mean the amount received by the stockholders of the
Company taking into account the net present value of any debt, securities,
future payments, contingent rights or other non-cash consideration to be paid to
such stockholders.
(b) The Participant shall not possess any incidents of ownership
(including, without limitation, dividend and voting rights) in shares of Common
Stock in respect of the Units until such Units have vested and been distributed
to the Participant in the form of shares of Common Stock in accordance with
Sections 3 and 4 hereof.
(c) Except as provided in this Section 2(c), the Units and any
interest of the Participant therein may not be sold, assigned, transferred,
pledged, hypothecated or otherwise disposed of. Any attempt to transfer Units in
contravention of this Section 2(c)
193077
|
Avatar Holdings
As referenced in this Restricted Stock Unit Agreement:
Avatar Holdings – 3/27/03)
{TEXT}
{PAGE}
Exhibit 10.17
RESTRICTED STOCK UNIT AGREEMENT
This RESTRICTED STOCK UNIT AGREEMENT ("Agreement"), dated
March 27, 2003, between Avatar Holdings Inc., a Delaware corporation (the
"Company") and Michael Levy (the "Participant").
1. AWARD. Pursuant to the provisions of the Amended and Restated
1997
_____________
Avatar Holdings – Participant's employment records,
or such other address as the Participant may designate in writing to the
Company, or (ii) to the Company, Avatar Holdings Inc., 201 Alhambra Circle, 12th
Floor, Coral Gables, Florida 33134 Attention: Chairman of the Board, or such
other address as the Company may
_____________
AVATAR HOLDINGS – not affect the interpretation hereof.
6
{PAGE}
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of
the date first written above.
AVATAR HOLDINGS INC.
By: /s/ Gerald D. Kelfer
----------------------------------------
Name: Gerald D. Kelfer
Title: Chief Executive Officer
/s/ Michael Levy
----------------------------------------
Michael Levy
7
{/TEXT}
{/DOCUMENT}
_____________
dt 118693
;
| Michael Levy
|
| Preview
Full Doc
| 2001 |
Restricted Stock Unit Agreement [Amended and Restated]
Restricted Stock Unit Agreement [Amended and Restated] (19K)
Doc #264869: Click preview link for longer preview.
AMENDED AND RESTATED
RESTRICTED STOCK UNIT AGREEMENT
This AMENDED AND RESTATED RESTRICTED STOCK UNIT AGREEMENT
("AGREEMENT") is made as of October 20, 2000, between Avatar Holdings Inc., a
Delaware corporation (the "COMPANY") and Gerald D. Kelfer (the "PARTICIPANT")
and amends and restates in its entirety, the restricted stock unit agreement
dated December 7, 1998 between the Company and the Participant (the "ORIGINAL
AGREEMENT").
W I T N E S S E T H
WHEREAS, the Participant is currently employed as President and Chief
Executive Officer of the Company;
WHEREAS, the Participant was awarded an opportunity to receive 100,000
Performance Conditioned Restricted Stock Units pursuant to the Original
Agreement; and
WHEREAS, the Company and the Participant wish to amend and restate the
terms of the Original Agreement, all upon the terms hereinafter set forth;
NOW, THEREFORE, in consideration of the mutual covenants and
agreements hereinafter set forth, the parties hereto agree that the Original
Agreement is amended and restated in its entirety to read as follows:
1. AWARD. Pursuant to the provisions of the Amended and Restated 1997
Incentive and Capital Accumulation Plan, as the same may be amended, modified
and supplemented (the "PLAN"), the Incentive Plan Committee (the "COMMITTEE")
of the Board of Directors of the Company (the "BOARD") awards to the
Participant, as of December 7, 1998, subject to the terms and conditions of the
Plan and subject further to the terms and conditions herein set forth (and
subject to the approval of an amendment to the Plan (the "PLAN AMENDMENT") by
the Company's stockholders at the 2001 Annual Meeting or at a special meeting
of stockholders on or before December 31, 2001 (the STOCKHOLDER APPROVAL"), an
opportunity to receive 100,000 Performance Conditioned Restricted Stock Units
("UNITS"). Capitalized terms used but not defined herein shall have the
meanings assigned to them in the Plan. This award is intended to constitute a
Performance-Based Award within the meaning of the Plan.
2. TERMS AND CONDITIONS. It is understood and agreed that the award
evidenced by this Agreement is subject to the following terms and conditions:
(a) Subject to obtaining the Stockholder Approval, the Participant
shall be granted, automatically and without further authorization on the part
of the Committee, 100,000 Units upon satisfaction of the following condition
264869
|
Avatar Holdings
As referenced in this Restricted Stock Unit Agreement [Amended and Restated]:
Avatar Holdings – AND RESTATED
RESTRICTED STOCK UNIT AGREEMENT
This AMENDED AND RESTATED RESTRICTED STOCK UNIT AGREEMENT
("AGREEMENT") is made as of October 20, 2000, between Avatar Holdings Inc., a
Delaware corporation (the "COMPANY") and Gerald D. Kelfer (the "PARTICIPANT")
and amends and restates in its entirety, the restricted stock unit
_____________
Avatar Holdings – Participant's employment records,
or such other address as the Participant may designate in writing to the
Company, or (ii) to the Company, Avatar Holdings Inc., 201 Alhambra Circle,
12th Floor, Coral Gables, Florida 33134 Attention: Chairman of the Board, or
such other address as the Company may
_____________
AVATAR HOLDINGS – affect the interpretation hereof.
6
{PAGE} 7
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of
the date first written above.
AVATAR HOLDINGS INC.
By: /s/ LEON LEVY
---------------------------------
Name: Leon Levy
Title: Chairman of the Board
/s/ GERALD D. KELFER
-------------------------------
Gerald D. Kelfer
7
{/TEXT}
{/DOCUMENT}
_____________
dt 165731
;
| Gerald D. Kelfer
|
| Preview
Full Doc
| 2001 |
Restricted Stock Unit Agreement
Restricted Stock Unit Agreement (20K)
Doc #264870: Click preview link for longer preview.
RESTRICTED STOCK UNIT AGREEMENT
This RESTRICTED STOCK UNIT AGREEMENT ("AGREEMENT"), dated October 20,
2000, between Avatar Holdings Inc., a Delaware corporation (the "COMPANY") and
Gerald D. Kelfer (the "PARTICIPANT").
1. AWARD. Pursuant to the provisions of the Amended and Restated 1997
Incentive and Capital Accumulation Plan, as the same may be amended, modified
and supplemented (the "PLAN"), the Incentive Plan Committee (the "COMMITTEE")
of the Board of Directors of the Company (the "BOARD") hereby awards to the
Participant, on the date hereof, subject to the terms and conditions of the
Plan and subject further to the terms and conditions herein set forth (and
subject to the approval of an amendment to the Plan (the "PLAN AMENDMENT") by
the Company's stockholders at the 2001 Annual Meeting or at a special meeting
of stockholders on or before December 31, 2001 (the "STOCKHOLDER APPROVAL")),
an opportunity to receive 50,000 Performance Conditioned Restricted Stock Units
("UNITS"). Capitalized terms used but not defined herein shall have the
meanings assigned to them in the Plan. This award is intended to constitute a
Performance-Based Award within the meaning of the Plan.
2. TERMS AND CONDITIONS. It is understood and agreed that the award
evidenced by this Agreement is subject to the following terms and conditions:
(a) Subject to obtaining the Stockholder Approval, the Participant
shall be granted, automatically and without further authorization on the part
of the Committee, 50,000 Units upon satisfaction of the following condition
(the date on which such condition is satisfied being hereinafter referred to as
the "GRANT DATE"): (i) the closing stock price of the Common Stock on its
principal trading market shall have been at least $25 per share for 20 trading
days out of 30 consecutive trading days or the Company consummates a
transaction which results in the stockholders of the Company receiving cash,
securities, or other property (or any combination thereof) having a "value" as
determined by the Committee of at least $25 per share in either case, during
the period beginning on the date immediately following the date hereof and
ending on December 31, 2005 (the "HURDLE PRICE CONDITION"); PROVIDED, HOWEVER,
that subject to Section 4 hereof, no Units shall be granted if the
Participant's employment with the Company has terminated for any reason on or
prior to the time the Hurdle Price Condition is satisfied. For purposes of this
Section 2(a), "VALUE" shall mean the amount received by the stockholders of the
Company taking into account the net present value of any debt, securities,
future payments, contingent rights or other non-cash consideration to be paid
to such stockholders.
(b) The Participant shall not possess any incidents of ownership
(including, without limitation, dividend and voting rights) in shares of Common
Stock in respect of the Units until such Units have vested and been distributed
264870
|
Avatar Holdings
As referenced in this Restricted Stock Unit Agreement:
Avatar Holdings – UNIT AGREEMENT
{TEXT}
{PAGE} 1
Exhibit 10 (ac)
RESTRICTED STOCK UNIT AGREEMENT
This RESTRICTED STOCK UNIT AGREEMENT ("AGREEMENT"), dated October 20,
2000, between Avatar Holdings Inc., a Delaware corporation (the "COMPANY") and
Gerald D. Kelfer (the "PARTICIPANT").
1. AWARD. Pursuant to the provisions of the Amended and Restated
_____________
Avatar Holdings – Participant's employment records,
or such other address as the Participant may designate in writing to the
Company, or (ii) to the Company, Avatar Holdings Inc., 201 Alhambra Circle,
12th Floor, Coral Gables, Florida 33134 Attention: Chairman of the Board, or
such other address as the Company may
_____________
AVATAR HOLDINGS – affect the interpretation hereof.
6
{PAGE} 7
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of
the date first written above.
AVATAR HOLDINGS INC.
By: /s/ LEON LEVY
----------------------------------
Name: Leon Levy
Title: Chairman of the Board
/s/ GERALD D. KELFER
--------------------------------
Gerald D. Kelfer
7
{/TEXT}
{/DOCUMENT}
_____________
dt 165732
;
| Gerald D. Kelfer
|
| Full Doc
| 2007 |
Performance Unit Agreement
Performance Unit Agreement (9K)
Doc #2864204: This document is immediately available for purchase, but does not have a preview available for viewing.
2864204
| | |
| Full Doc
| 2007 |
Restricted Unit Agreement
Restricted Unit Agreement (14K)
Doc #3195929: This document is immediately available for purchase, but does not have a preview available for viewing.
3195929
| | |
| Preview
Full Doc
| 2007 |
Restricted Share Unit Agreement
Restricted Share Unit Agreement (15K)
Doc #3208348: Click preview link for longer preview.
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RESTRICTED SHARE UNIT AGREEMENT
THIS RESTRICTED SHARE UNIT AGREEMENT (this �Agreement�), dated as of , is entered into between HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED a Delaware corporation (the �Company�), and . . .
3208348
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