Exhibit 10.3
FORM OF PERFORMANCE
SHARE AWARD AGREEMENT
UNDER THE ANIKA
THERAPEUTICS, INC.
2003 STOCK OPTION AND INCENTIVE PLAN
Name of
Grantee:
No. of Target
Shares:
(assuming 100% attainment of the Performance Measures (as defined
below))
Final Acceptance Date:
, 20
Pursuant to Anika
Therapeutics, Inc. 2003 Stock Option and Incentive Plan (the
“Plan”) as amended through the date hereof, Anika
Therapeutics, Inc. (the “Company”) hereby makes a
Performance Share Award (an “Award”) consisting of a
number of shares of Restricted Stock to the Grantee named above as
determined in accordance with the terms of this Award
Agreement. No shares of Restricted Stock shall be issued
unless the provisions of Paragraph 2 are satisfied.
1.
Acceptance of Award . The Grantee shall have no rights
with respect to this Award unless he or she shall have accepted
this Award prior to the close of business on the Final Acceptance
Date specified above by signing and delivering to the Company a
copy of this Award Agreement.
2.
Issuance of Restricted Stock .
(a)
The actual number of shares of Restricted Stock to be issued to
Grantee will vary (from
% to
% of the number of
Target Shares) depending upon the Company’s EBITDA and
Revenue Annual Growth for the fiscal year ending December 31,
20 (“Performance
Period”) as set forth on Exhibit A to this Award
(“Performance Measures”). The Committee shall
review the Company’s audited financial statements promptly
after their preparation each year to determine the percentage of
the Target Shares to be issued, if any, based upon achievement of
the Performance Measures for such Performance Period. Where
achievement of the Performance Measures is between two end points
of the Performance Measures, the percentage of Target Shares to be
issued shall be rounded up to the next higher category.
(b)
Upon the date (“Grant Date”) on which the Committee
makes a determination and certification that the Company has
achieved the Performance Measures at the levels set forth on
Exhibit A for the Performance Period, the number of
shares of Restricted Stock determined pursuant to this Paragraph 2
shall be issued and delivered to the Grantee, either via book entry
or actual stock certificates, provided that the Grantee is an
employee of the Company or a Subsidiary on such Grant Date.
The Grantee’s name shall be entered as the stockholder of
record on the books of the Company. Thereupon, the Grantee
shall have all the rights of a shareholder with respect to such
shares, including voting and dividend rights, subject, however, to
the restrictions and conditions specified in Paragraph 3
below.
