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Exhibit 10.7
(Current and Former Employees)
Amendment to Award Agreements
Duke Energy Corporation Long-Term Incentive
Plans
Effective as of December 31, 2008, except as provided
below, each outstanding award (each an "Award") previously granted
under the Duke Energy Corporation 1998 Long-Term Incentive Plan,
Duke Energy Corporation 2006 Long-Term Incentive Plan and Cinergy
Corp. 1996 Long-Term Incentive Compensation Plan is hereby amended
as described below.
1.
Performance Shares – Timing of Payments
Each performance share award is amended to specify that
performance shares and dividend equivalents will be paid within 60
days after the date that the performance results are certified, but
in no event after the end of the calendar year following the
calendar year in which the performance period ends. Each
performance share award also is amended to provide that in the
event of a change in control, any resulting performance shares and
dividend equivalents will be paid within 60 days after the change
in control. Prior to this amendment, the Awards generally
provided that payments would be made "as soon as practicable"
following the date an amount became payable.
2.
Phantom Shares – Timing of Payments
Each phantom share award is amended to specify that phantom
shares will be paid within 60 days after the date such shares
become vested, but in no event after the end of the calendar year
in which such vesting occurs. Each phantom share award also
is amended to specify that dividend equivalents will be paid within
60 days after actual dividends are paid to Duke Energy’s
shareholders, but in no event after the end of the calendar year in
which such dividends are paid to the shareholders. Prior to
this amendment, the Awards generally provided that payments would
be made "as soon as practicable" following the vesting date or the
date that actual dividends were paid to shareholders.
3.
Tax Withholding on Deferred LTIP Awards
Each phantom and performance share award is amended to provide
that the Award holder no longer has the right to choose whether to
write a check to satisfy the tax withholding obligation or to
reduce his or her vested Award by using shares to satisfy the tax
withholdings. With respect to Awards that have been deferred
beyond the vesting date, the Company will now have the discretion
to decide whether the required tax withholding obligation (
i.e. , FICA taxes and local taxes in some jurisdictions)
will be satisfied by either requiring the Award holder to write a
check to Duke Energy or reducing the Award holder’s deferred
shares by the amount of the required taxes.
4.
Phantom Shares Granted in 2005
Retirement el
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