Exhibit 10(c)
KIMBALL INTERNATIONAL, INC.
LONG TERM PERFORMANCE SHARE AWARD
This Long Term Performance Share
Award ("LTPSA") dated the 22nd day of August 2006 is awarded by
Kimball International, Inc., an Indiana corporation ("Company") to
______________ ("Recipient") pursuant to the terms of the Company's
2003 Stock Option and Incentive Plan ("Plan").
WHEREAS the Compensation Committee of the Company ("Committee")
believes it to be in the best interests of the Company and its
shareowners, for its employees to obtain or increase their
shareowner interests in the Company in order that they will have a
greater incentive to work for and manage the Company's affairs in
such a way that its shares may become more valuable, thereby
aligning the personal interests of employees to the Company
shareowners; and
WHEREAS the Recipient is employed by the Company or one of its
subsidiaries;
Now therefore, in consideration of these premises and of services
to be performed by the Recipient, the Company hereby makes this
LTPSA to the Recipient on the following terms and conditions
hereafter expressed and subject to the terms of the Plan.
AWARD
The Company hereby awards to the Recipient a total of ____
(________________) shares of Class __ Common Stock ("Common Stock")
of the Company, to be awarded in equal installments over the
succeeding five (5) fiscal years of the Company ("Annual
Installment") based upon the following schedule:
____ shares for the fiscal year ending June 30, 2007
____ shares for the fiscal year ending June 30, 2008
____ shares for the fiscal year ending June 30, 2009
____ shares for the fiscal year ending June 30, 2010
____ shares for the fiscal year ending June 30, 2011
EXPIRATION OF AWARD
The LTPSA expires upon the final grant of shares or forfeiture of
award, as the case may be, pursuant to the terms of this
Agreement.
SHARES OF AWARD
Shares of the Annual Installment to be granted will be determined
by the Worldwide Category 1 bonus computed (stated as a percent of
eligible earnings) under the Company's 2005 Profit Sharing
Incentive Bonus Plan ("Bonus Plan") for the applicable fiscal year
ended June 30 ("Bonus Percent"). Shares granted are determined by
computing a percentage based upon a ratio, the numerator of which
will be the Bonus Percent, divided by a denominator of 40% ("Grant
Percentage"). The Grant Percentage may not exceed 100%. The Grant
Percentage is then multiplied by the Annual Installment to
determine the shares to be granted. In computing the shares
received, the shares will be rounded down to a full share excluding
any fractional shares.
FORFEITURE OF AWARD
To be granted shares under the terms of this LTPSA, the Recipient
must be a fulltime and eligible employee of the Company at the time
shares are granted, except for
-
Death
-
Permanent Disability
-
Retirement after attaining the
country-specific retirement age (62 in the U.S.)
-
Determination of Ineligibility by
the Company
If during any fiscal year, a
Recipient's employment is terminated because of Death, Permanent
Disability, or Retirement, or Ineligibility is Determined the
Recipient's shares are determined by multiplying the Ann
