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2005 EQUITY INCENTIVE PLAN LONG-TERM INCENTIVE BONUS PROGRAM AWARD

Employee Bonus Plan Agreement

2005 EQUITY INCENTIVE PLAN

LONG-TERM INCENTIVE BONUS PROGRAM AWARD | Document Parties: CYMER INC You are currently viewing:
This Employee Bonus Plan Agreement involves

CYMER INC

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Title: 2005 EQUITY INCENTIVE PLAN LONG-TERM INCENTIVE BONUS PROGRAM AWARD
Governing Law: California     Date: 12/21/2007
Industry: Semiconductors     Sector: Technology

2005 EQUITY INCENTIVE PLAN

LONG-TERM INCENTIVE BONUS PROGRAM AWARD, Parties: cymer inc
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Exhibit 99.1

 

CYMER, INC.

2005 EQUITY INCENTIVE PLAN

LONG-TERM INCENTIVE BONUS PROGRAM AWARD

 

STOCK UNIT GRANT NOTICE

 

Cymer, Inc. (the “Company” ), pursuant to Section 7(c) of its 2005 Equity Incentive Plan (the “Plan” ) and its Long-Term Incentive Bonus Program (the “LTIP”), hereby awards to you as a Participant under the Plan and the LTIP a Stock Unit award for the number of shares of the Company’s Common Stock set forth below (the “Award” ).  This Award is subject to all of the terms and conditions as set forth herein and in (i) the applicable Stock Unit Agreement, which is attached hereto and incorporated herein in its entirety, (ii) the Plan, which is available on the Company’s Intranet under the Human Resources section and is incorporated herein in its entirety and (iii) the LTIP Summary Description, which is attached hereto and incorporated herein in its entirety.

 

Participant:

 

 

Date of Grant:

 

 

Number of Shares subject to Award:

 

 

Consideration:

 

Your Services to the Company

 

Vesting Schedule :      The shares subject to this Award will vest, if at all, following a 3-year performance period that commences on the date of grant (“the 3-year performance period”) only if the Company’s relative performance compared to specified peer companies over the 3-year performance period meets or exceeds certain performance measures established in advance by the Company’s Compensation Committee.  Vesting of the shares subject to this Award is subject to downward adjustment if you fail to meet 100% of your individual management-by-objective (“MBO”) goals during the 3-year performance period as determined by the Company’s Compensation Committee.  In addition to the Company’s achievement of its applicable performance measures and your achievement of your MBO goals, you must be employed on the last day of the applicable 3-year performance period in order to be eligible for any shares subject to your Award to vest.

 

Issuance Schedule:    If the shares subject to the Award vest, the vested shares will be issued to you during the first calendar year that follows the three-year performance period.  Subject to the terms of the Stock Unit Agreement, the shares will generally be issued to you no later than 30 days following the completion and certification of the Company’s financial statements for such performance period.

 

Additional Terms/Acknowledgements:      You acknowledge receipt of, and understand and agree to, this Stock Unit Grant Notice, the Stock Unit Agreement, the Plan and the LTIP.  You also acknowledge receipt of the 2005 Equity Incentive Plan Prospectus; provided, however , that if you are an Employee, you acknowledge that the 2005 Equity Incentive Plan Prospectus is available for your review on the Company’s Intranet under the Human Resources section and that you also may receive a paper version of the 2005 Equity Incentive Plan Prospectus upon your request.  You further acknowledge that as of the Date of Grant, this Stock Unit Grant

 



 

Notice, the Stock Unit Agreement, the Plan and the LTIP set forth the entire understanding between you and the Company regarding the acquisition of stock in the Company pursuant to this Award and supersede all prior oral and written agreements on that subject with the exception of (i) Stock Awards (as defined in the Plan) previously granted and delivered to you under the Plan, and (ii) the following agreements only:

 

Other Agreements:

 

 

 

 

 

 

PARTICIPANT

CYMER, INC.

 

 

 

 

 

 

By:

 

 

Signature

 

 

Signature

 

 

 

 

 

Name:

 

 

Name:

 

 

 

Print

 

 

Print

 

 

 

 

 

 

 

Date:

 

 

Title:

 

 

 

 

 

 

Date:

 

 

 

ATTACHMENTS :                 Stock Unit Agreement LTIP Summary Description

 



 

ATTACHMENT I

 

STOCK UNIT AGREEMENT

 



 

Cymer, Inc.

2005 EQUITY INCENTIVE PLAN

LONG-TERM INCENTIVE BONUS PROGRAM AWARD

 

STOCK UNIT AGREEMENT

 

Pursuant to your Stock Unit Grant Notice (“ Grant Notice ”) and this Stock Unit Agreement (the “ Agreement ”), Cymer, Inc. (the “ Company ”) has granted you a Stock Unit award in accordance with the terms of the Company’s Long-Term Incentive Bonus Program (the “ LTIP ”) under Section 7(c) of the Cymer, Inc. 2005 Equity Incentive Plan (the “ Plan ”) for the number of shares of the Company’s common stock (the “ Common Stock ”) indicated in the Grant Notice (collectively, the “ Award ”).  Defined terms not explicitly defined in this Agreement but defined in the Plan or Grant Notice will have the same definitions as in the Plan or Grant Notice, as applicable.

 

The details of your Award are as follows.

 

1.         DISTRIBUTION OF SHARES OF COMMON STOCK.  If the shares subject to your Award vest, the Company will deliver to you a number of shares of Common Stock equal to the number of vested shares of Common Stock subject to your Award on the issuance date provided in your Grant Notice; provided, however, that in the event that the Company determines that you are subject to its policy regarding insider trading of the Company’s stock and any shares of Common Stock subject to your Award are scheduled to be delivered on a day (the “ Original Distribution Date ”) that does not occur during an “open window period” applicable to you, as determined by the Company in accordance with such policy, then such shares shall not be delivered on such Original Distribution Date and shall instead be delivered as soon as practicable within the next “open window period” applicable to you pursuant to such policy; provided, however, that unless the delay until the next open window period or the next day when you are not prohibited from selling shares of the Company’s stock in the public market would not result in the imposition of any additional taxes under the Code (including section 409A of the Code), the delivery of the shares shall not be delayed pursuant to this provision beyond December 31st of the same calendar year of the Original Distribution Date.

 

2.         CONSIDERATION.  The Common Stock delivered to you pursuant to Section 1 of this Agreement shall be deemed paid, in whole or in part, in consideration of your services to the Company in the amounts and to the extent required by law.

 

3.         VESTING .  Subject to the limitations contained herein, your Award will vest, if






 
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