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PERFORMANCE SHARE UNIT AWARD AGREEMENT

Performance Unit Award Agreement

PERFORMANCE SHARE UNIT AWARD AGREEMENT | Document Parties: Superior Energy Services, Inc. You are currently viewing:
This Performance Unit Award Agreement involves

Superior Energy Services, Inc.

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Title: PERFORMANCE SHARE UNIT AWARD AGREEMENT
Date: 6/30/2005
Industry: Oil Well Services and Equipment     Sector: Energy

PERFORMANCE SHARE UNIT AWARD AGREEMENT, Parties: superior energy services  inc.
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Exhibit 10.1

PERFORMANCE SHARE UNIT AWARD AGREEMENT

     This PERFORMANCE SHARE UNIT AWARD AGREEMENT (this “Agreement”) is dated and effective as of June 24, 2005, by and between Superior Energy Services, Inc. (“Superior”) and ___ (the “Participant”).

     WHEREAS, Superior has adopted its 2005 Stock Incentive Plan (the “Plan”), to attract, retain and motivate officers and key employees; and

     WHEREAS, the Compensation Committee (the “Committee”) believes that entering into this Agreement with the Participant is consistent with the purpose for which the Plan was adopted.

     NOW, THEREFORE, in consideration of the services rendered by the Participant, the mutual covenants hereinafter set forth and other good and valuable consideration, Superior and the Participant hereby agree as follows:

     Section 1. The Plan . The Plan, a copy of which has been made available to the Participant, is incorporated by reference and made a part of this Agreement as if fully set forth herein. This Agreement uses a number of defined terms that are defined in the Plan or in the body of this Agreement. These defined terms are capitalized wherever they are used.

     Section 2. Award .

     (a) Superior hereby grants to the Participant an Other Stock Based Award consisting of___ Performance Share Units (the “Units”), subject to the terms and conditions of this Agreement.

     (b) Depending on the Company’s achievement of the performance goals specified in Section 2(c) during the period beginning January 1, 2005 and ending December 31, 2007 (the “Performance Period”), the Participant shall be entitled to a payment equal to the value of the Units determined pursuant to Section 2(d) if, except as otherwise provided in Section 3, he remains actively employed with the Company on January 2, 2008.

     (c) The amount paid with respect to the Units shall be based upon the Company’s achievement of the following performance criteria as determined by the Committee: (i) return on invested capital relative to the return on invested capital of the Company’s “Peer Group” listed on Schedule A attached hereto (“Relative ROIC”); and (ii) the Company’s total shareholder return relative to the total shareholder return of the Company’s “Peer Group” listed on Schedule A attached hereto (“Relative TSR”) in accordance with the following matrix:

 


 

Relative ROIC

 

 

 

 

 

 

 

 

 

 

 

Performance

Performance Level Compared to Peer Group

 

Percentage(%)

 

 

 

 

 

 

 

 

 

Below 40 th Percentile

 

 

0

%

Threshold

 

40 th Percentile

 

 

25

%

Target

 

60 th Percentile

 

 

50

%

Maximum

 

80 th Percentile or above

 

 

100

%

Relative TSR

 

 

 

 

 

 

 

 

 

 

 

Performance

Performance Level Compared to Peer Group

 

Percentage(%)

 

 

 

 

 

 

 

 

 

Below 40 th Percentile

 

 

0

%

Threshold

 

40 th Percentile

 

 

25

%

Target

 

60 th Percentile

 

 

50

%

Maximum

 

80 th Percentile or above

 

 

100

%

     The Committee shall adjust the performance criteria to recognize special or non-recurring situations or circumstances with respect to the Company or any other company in the peer group for any year during the Performance Period arising from the acquisition or disposition of assets, costs associated with exit or disposal activities or material impairments that are reported on a Form 8-K filed with the Securities and Exchange Commission.

     (d) The amount payable to the Participant pursuant to this Agreement shall be an amount equal to the number of Units awarded to the Participant multiplied by the product of (i) $100 and (ii) the sum of the Performance Percentages set forth above for the level of achievement of each of the performance criteria set forth in Section 2(c). By way of example, if the Company reached the 40 th percentile in Relative ROIC and the 60 th percentile in Relative TSR, the sum of the Performance Percentages would be 75% and the amount payable with respect to each Unit would be $75. If Relative ROIC reached the 80 th percentile but Relative TSR was below the 40 th percentile, the sum of the Performance Percentages would be 100% and the amount payable with respect to each Unit would be $100. Performance results between the threshold, target and maximum levels will be calculated on a pro rata basis. The maximum payout for each Unit is $200.

     (e) Except as provided in Section 3(b), payment of amounts due under the Units shall be made on March 31, 2008. Any amount paid in respect of the Units shall be payable in such combination of cash and Common Stock (with the Common Stock valued at its Fair Market Value) as determined by the Committee in its sole discretion; provided, however, that no more than fifty percent (50%) of the payment may be made in Common Stock. Prior to any payments under this Agreement, the Committee shall certify in writing, by resolution or otherwise, the amount to be paid in respect of the Units as a result of the achievement of Relative ROIC and Relative TSR. The Committee shall not increase the amount payable to the Participant to an amount that is higher than the amount payable under the formula described herein.

2


 

     Section 3. Early Termination; Change of Control .

     (a) In the event of the Participant’s termination of employment prior to the end of the Performance Period due to (i) any reason other than voluntary termination by the Participant (other than as permitted under Section 3(a)(iv)) or cause as determined by the Committee in its sole discretion, (ii) death, (iii) permanent and total disability as determined by the Committee in its sole discretion, or (iv) Retirement (as hereinafter defined), the Participant shall forfeit as of the date of termination a number of Units determined by multiplying the number of Units by a fraction, the numerator of wh


 
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