EXHIBIT 10.44
NATIONWIDE FINANCIAL SERVICES,
INC.
SECOND AMENDED AND
RESTATED
STOCK RETAINER PLAN FOR
NON-EMPLOYEE DIRECTORS
Form of Deferred Stock Units
Award Agreement –Cash 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 pay
you an amount in the future. This DSU Award is not a share of the
Company’s Class A common stock (“Common
Stock”) and does not entitle you to receive dividends or
voting rights. Settlement of your DSU Award will occur upon the
date of your termination of service on the Board, or as soon
as
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