Performancebased Compensation

Performancebased Compensation. Means any Option or Award that is intended to constitute "performance based compensation" within the meaning of Section 162(m)(4)(C) of the Code and the regulations promulgated thereunder.

Performancebased Compensation. Means compensation that is intended to qualify as "performance-based compensation" within the meaning of Section 162(m).

Performancebased Compensation. Means "performance-based compensation" as defined under Code section 409A.

Performancebased Compensation. Means Plan Year Compensation that constitutes performance-based compensation within the meaning of Code Section 409A(a)(4)(B)(iii) and the Regulations thereunder, and that is based on services performed over a period of at least twelve months.

Performancebased Compensation. Means compensation that meets the requirements of performance-based compensation specified in Section 409A(a)(4)(B)(iii) of the Internal Revenue Code of 1986, as amended. Performance-Based Compensation must relate to services performed by the Participant during a designated incentive period of at least twelve (12) months provided that the Participant performed services continuously from a date no later than the date upon which the performance criteria are established through a date no earlier... than the date upon which the Participant makes an initial deferral election. The performance goals must be pre-established in writing no later than ninety (90) days after the commencement of the performance period, and the outcome must be substantially uncertain at the time the criteria are established. View More

Performancebased Compensation. Means an Incentive Award to a Covered Employee that is intended to constitute "performance-based compensation" within the meaning of Section 162(m)(4)(C) of the Code. Options and Stock Appreciation Rights granted to Covered Employees are intended to be Performance-Based Compensation.

Performancebased Compensation. Means an Award to a person who is, or is determined by the Committee to likely become, a "covered employee" (as defined in Code Section 162(m)(3)) and that is intended to constitute "performance-based compensation" within the meaning of Code Section 162(m)(4)(C).

Performancebased Compensation. Compensation where the amount of, or entitlement to, the compensation is contingent on the satisfaction of pre-established organizational or individual performance criteria relating to a performance period of at least twelve consecutive months. Organizational or individual performance criteria are considered pre-established if established in writing by not later than ninety (90) days after the commencement of the period of service to which the criteria relate, provided that the outcome is... substantially uncertain at the time the criteria are established. The determination of whether compensation qualifies as "Performance-Based Compensation" will be made by the Committee in accordance with Treasury Regulation Section 1.409A-1(e) and related guidance. View More

Performancebased Compensation. Means an Award to a Service Provider who may be subject to U.S. taxation if that Award is not intended to be "applicable remuneration" as described in Code section 162(m) because it is payable solely on account of the attainment of one or more performance goals and meets the requirements of Code section 162(m)(4)(C).

Performancebased Compensation. Means compensation under an award that satisfies the requirements of Section 162(m) of the code for deductibility of remuneration paid to Covered Employees.