EXHIBIT 10.44.1
NATIONWIDE FINANCIAL SERVICES,
INC.
SECOND AMENDED AND
RESTATED
STOCK RETAINER PLAN FOR
NON-EMPLOYEE DIRECTORS
Form of Deferred Stock Units
Award Agreement – Share Settlement
[Name]
[Address]
[City, State, Zip]
Dear [
]:
In accordance with the terms of the
Nationwide Financial Services, Inc. Second Amended and Restated
Stock Retainer Plan for Non-Employee Directors (the
“Plan”) and this award agreement (the “Award
Agreement”), Nationwide Financial Services, Inc. (“the
Company”) hereby grants to you, as part of your retainer for
service on the Company’s Board of Directors (the
“Board”) in 200_, an award of Deferred Stock Units (the
“DSU Award”), as set forth below:
Overview of Your DSU
Award
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Number of Deferred Stock
Units Granted:
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[
]
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Date of Grant:
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[
], 200
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It is understood and agreed that the
DSU Award evidenced by this Award Agreement is subject to the
following additional terms and conditions.
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1.
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Nature and Settlement of
Award . This DSU Award
represents an unfunded and unsecured promise by the Company to
issue shares of the Company’s common stock (the “Common
Stock”) to you at the time of settlement. This DSU Award is
not a share of Common Stock and does not entitle you to receive
dividends or voting rights unless and until shares of Common Stock
are issued upon settlement of
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