EXHIBIT 10.3
Notice of Grant of Deferred Stock
Units Award
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Director
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DSU
Number:
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«Award_Num»
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«Full_Name»
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Plan:
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«Plan»
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Effective July
11, 2008, you have been granted an award of «Shares»
deferred stock units.
Each deferred
stock unit represents a right to a future payment equal to one
share of The Brink’s Company common stock. Such
payment will be made in shares of The Brink’s Company common
stock.
Subject to the
provisions of this Award Agreement and the Plan, you shall be
entitled to receive (and the Company shall deliver to you) on the
first day that is more than six months after your termination of
service from the Board, the number of Shares underlying this
award.
Additional
terms and conditions applying to this grant are contained on pages
two through four of this Award Agreement as well as within the
official Plan document. Capitalized terms used herein
and not otherwise defined shall have the meanings ascribed to such
terms in the Plan.
By your
signature and the authorized Company signature below and on page
four of this Award Agreement, you and the Company agree that this
award is granted under and governed by the terms and conditions of
The Brink’s Company Non-Employee Directors’ Equity
Plan, as well as this Award Agreement, all of which are
incorporated as a part of this document.
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The
Brink’s Company
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Date
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Director
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Date
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Deferred Stock Units Award
Agreement
AWARD AGREEMENT dated as of July 11, 2008
between The Brink’s Company, a Virginia corporation (the
“Company”), and the member of the board of directors of
the Company (the “Board”) identified on page one of
this Award Agreement (the “Director”).
By resolution dated on the date of this Award
Agreement, the Board, acting pursuant to The Brink’s Company
Non-Employee Directors’ Equity Plan (the “Plan”),
a copy of which Plan has heretofore been furnished to the Director
(who hereby acknowledges receipt), granted to the Director a
deferred stock units award as set forth on page one of this Award
Agreement.
Accordingly,
the parties hereto agree as follows:
1. Subject to
all the terms and conditions of the Plan, the Director is granted
the deferred stock units award (the “Award”) as set
forth on page one of this Award Agreement.
2. Subject to
the Director’s satisfaction of vesting conditions described
below, (unless otherwise provided under the terms and conditions of
the Plan or this Award Agreement), the Director shall be entitled
to receive (and the Company shall deliver to the Director) on the
first day that is more than six months after the Director’s
termination of service from the Board, the number of Shares
underlying this Award.
3. If a cash
dividend is paid on a Share while the Award remains outstanding,
the Director shall be entitled to receive at the time such cash
dividend is paid, a cash payment in an amount equivalent to the
cash dividend on a Share with respect to each Share covered by the
outstanding Award. Notwithstanding the foregoing, if (i)
the Company consummates a spin-off transaction of Brink’s
Home Security (a “BHS Spin-Off Transaction”) while the
Award remains outstanding and (ii) the BHS Spin-Off Transaction is
achieved by means of a dividend
