Exhibit 10.27
NON-U.S. STOCK GROWTH INCENTIVE
AWARD AGREEMENT
This Non-U.S. Stock Growth Incentive Award
Agreement (“Agreement”) entered into as of [date of
grant], by and between Fluor Corporation, a Delaware corporation
(the “Company”), and [name of recipient]
(“Grantee” or “you”) evidences and confirms
the following Non-U.S. Stock Growth Incentive Award (the
“Award”) by the Committee under the Fluor Corporation
2008 Executive Performance Incentive Plan (the
“Plan”).
Section 1.
AWARD SUBJECT TO PLAN
Your Non-U.S. Stock Growth Incentive Award is
made subject to all of the terms and conditions of this Agreement
and the Plan, a copy of which is available by request, including
any terms, rules or determinations made by the Committee (as
defined in the Plan), pursuant to its administrative authority
under the Plan and such further terms as are set forth in the Plan
that are applicable to awards thereunder, including without
limitation provisions on adjustment of awards, non-transferability,
satisfaction of tax requirements and compliance with other
laws. Capitalized terms used in this Agreement and not
defined herein have the meaning set forth in the Plan.
Section 2.
TARGET, VALUE OF AWARD AND EARNOUT PERIOD
Your Non-U.S. Stock Growth Incentive Award
target amount is [dollar amount of award], which becomes earned
based on quarterly stock performance over a [period of years as
determined by the Organization and Compensation Committee] at a
rate of:
a)
[Vesting and payment schedule to be
determined by the Organization and Compensation
Committee.]
Quarterly stock performance will be measured
based on the percentage increase or decrease from the last New York
Stock Exchange (“NYSE”) trading day of each previous
quarter to the last NYSE trading day of each current quarter
applied to the total remaining earned balance each quarter within
each fiscal year of the Award earnout period.
Section 3.
CONTINUED EMPLOYMENT AND AWARD PAYMENT
If your employment with the Company or any of
its subsidiaries terminates for any reason other than death,
r
