The Restricted Stock Unit Award Agreement serves as a crucial document in modern equity compensation practices, particularly in the United States. It is used when companies want to provide employees with equity incentives without immediate stock issuance. This agreement outlines the promise to deliver shares at a future date upon meeting specific vesting conditions, typically tied to continued employment or performance metrics. The document must comply with various U.S. regulations, including SEC requirements, tax laws (particularly IRC 409A), and state securities laws. Companies typically implement these agreements as part of their broader equity incentive plans to attract, retain, and motivate key personnel.
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1. Parties: Identification of the company granting RSUs and the recipient employee/consultant
2. Background: Reference to equity incentive plan and purpose of the award
3. Definitions: Key terms including 'RSUs', 'Vesting Date', 'Service Provider', etc.
4. Grant of RSUs: Number of RSUs granted and basic terms of the grant
5. Vesting Schedule: Detailed vesting conditions and timeline
6. Settlement of RSUs: Process and timing of converting RSUs to shares
7. Tax Obligations: Tax withholding requirements and responsibilities
8. Governing Law: Applicable jurisdiction and choice of law
1. Change in Control Provisions: Treatment of RSUs in case of merger/acquisition - recommended for companies anticipating potential M&A activity
2. International Provisions: Country-specific terms for international employees - required when granting RSUs to employees in multiple countries
3. Clawback Provisions: Terms for recovering RSUs in certain circumstances - required for public companies, optional for private
4. Non-Transferability: Restrictions on transfer of RSUs - recommended when additional transfer restrictions are needed beyond standard terms
1. Schedule A - Vesting Schedule: Detailed breakdown of vesting dates and conditions
2. Schedule B - Notice of Exercise Form: Form for recipient to execute when RSUs vest
3. Schedule C - Tax Election Forms: Required tax forms including Section 83(b) election
4. Schedule D - Country-Specific Appendix: Additional terms for specific jurisdictions if applicable
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