Supercuts 2007 Annual Report Download - page 188

to sell, assign, margin, transfer, encumber, convey, gift, alienate, hypothecate, pledge or otherwise dispose of Restricted Stock or
Restricted Stock Units.
(2) Rights . Except as provided in Section 8.3(1), the Participant shall have, with respect to the Restricted Stock, all of
the rights of a shareholder of the Company holding the class of Common Stock that is the subject of the Restricted Stock, including, if
applicable, the right to vote the shares and the right to receive any cash dividends. A Participant shall have no voting rights with
respect to any Restricted Stock Units granted hereunder but shall, to the extent provided in an Agreement, have the right to receive
(with respect to such Restricted Stock Units) cash payments equivalent in value to the cash dividends payable on a like number shares
of Common Stock. Unless otherwise determined by the Committee and subject to the Plan and Code Section 409A, cash dividends
on Common Stock that are the subject of the Restricted Stock shall be automatically reinvested in additional shares of Restricted
Stock, and dividends on Common Stock that are Restricted Stock payable in Common Stock shall be paid in the form of Restricted
Stock. Unless otherwise determined by the Committee and subject to the Plan and Code Section 409A, dividend equivalent amounts
payable with respect to Restricted Stock Units shall be automatically reinvested in additional Restricted Stock Units.
(3)
Criteria . Based on service, performance by the Participant or by the Company or the Affiliate, including any
division or department for which the Participant is employed or such other factors or criteria as the Committee may determine, the
Committee may provide for the lapse of restrictions in installments and may accelerate the vesting of all or any part of any Award and
waive the restrictions for all or any part of such Award.
(4)
Forfeiture . Unless otherwise provided in an Agreement or determined by the Committee, if the Participant incurs a
Termination of Employment due to death or Disability during the Restriction Period, the restrictions shall lapse and the Participant
shall be fully vested in the Restricted Stock or Restricted Stock Units. Except to the extent otherwise provided in the applicable
Agreement and the Plan, upon a Participant's Termination of Employment for any reason during the Restriction Period other than a
Termination of Employment due to death or Disability, all shares of Restricted Stock and Restricted Stock Units still subject to
restriction shall be forfeited by the Participant, except the Committee shall have the discretion to waive in whole or in part any or all
remaining restrictions with respect to any or all of such Participant's Restricted Stock and Restricted Stock Units.
(5)
Delivery
. If a share certificate is issued in respect of Restricted Stock, the certificate shall be registered in the name
of the Participant but shall be held by the Company for the account of the Participant until the end of the Restricted Period. If and
when the Restriction Period expires without a prior forfeiture of Restricted Stock or Restricted Stock Units subject to such Restriction
Period, unlegended certificates (or other representation of title) for Common Stock shall be delivered to the Participant at the time and
subject to the conditions provided in the Agreement governing such Award.
(6) Election . A Participant may elect to further defer receipt of the Restricted Stock or payment of Common Stock
with respect to Restricted Stock Units for a specified period or until a specified event, subject to the Committee’
s approval and to such
terms as are determined by the Committee. Subject to any exceptions adopted by the Committee, such election must be made one at
least (1) year prior to completion of the Restriction Period and in compliance with the terms and conditions of Section 409A of the
Code.”
4. Section 10.1(2) is amended to read in its entirety as follows:
“(2) The restrictions applicable to any Restricted Stock and Restricted Stock Unit Awards shall lapse. Such Restricted Stock
shall become free of all restrictions and become fully vested and transferable to the full extent of the original grant, and such
Restricted Stock Units shall become free of all restrictions, fully vested, and payable in shares of Common Stock; and”
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