|IHS MARKIT LTD. filed this Form 10-Q on 03/26/2019|
2014 Equity Incentive Award Plan
The term of a Dividend Equivalent award, Share Payment award, and/or Deferred Share award shall be established by the Committee in its sole discretion.
9.6. Purchase Price.
The Committee may establish the purchase price, if any, of Shares distributed as a Share Payment award or Deferred Shares award; provided, however, that value of the consideration shall not be less than the par value of a Share, unless otherwise permitted by Applicable Law.
9.7. Termination of Service.
A Share Payment award, Dividend Equivalent award, and/or Deferred Shares award is distributable only while the Holder is an Employee, Director or Consultant, as applicable. The Committee, however, in its sole discretion, may provide that the Dividend Equivalent award, Share Payment award and/or Deferred Shares award may be distributed subsequent to a Termination of Service in certain events, including a Change in Control, the Holder’s death, retirement or Disability or any other specified Termination of Service.
Award of Share Appreciation Rights
10.1. Grant of Share Appreciation Rights.
(a) The Committee is authorized to grant Share Appreciation Rights to Eligible Individuals from time to time, in its sole discretion, on such terms and conditions as it may determine, which shall not be inconsistent with the Plan.
(b) A Share Appreciation Right shall entitle the Holder (or other person entitled to exercise the Share Appreciation Right pursuant to the Plan) to exercise all or a specified portion of the Share Appreciation Right (to the extent then vested and exercisable pursuant to its terms) and to receive from the Company an amount determined by multiplying the difference obtained by subtracting the exercise price per share of the Share Appreciation Right from the Fair Market Value on the date of exercise of the Share Appreciation Right by the number of Shares with respect to which the Share Appreciation Right shall have been exercised, subject to any limitations the Committee may impose. Unless otherwise determined by the Committee, the exercise price per Share subject to each Share Appreciation Right shall be set by the Committee, but shall not be less than 100% of the Fair Market Value on the date the Share Appreciation Right is granted.
10.2. Share Appreciation Right Vesting.
(a) The period during which the right to exercise, in whole or in part, a Share Appreciation Right vests in the Holder shall be set by the Committee and the Committee may determine that a Share Appreciation Right may not be exercised in whole or in part for a specified period after it is granted. Such vesting may be based on service with the Company or any Affiliate, any Performance Criteria or any other criteria selected by the Committee. Except as limited by the Plan, at any time after grant of a Share Appreciation Right, the Committee, in its sole discretion and subject to whatever terms and conditions it selects, may accelerate the period during which a Share Appreciation Right vests.
(b) No portion of a Share Appreciation Right which is unvested or unexercisable at a Holder’s Termination of Service shall thereafter become vested or exercisable, except as may be otherwise provided by the