Exhibit 10.50
Abbott
Laboratories
Performance Restricted Stock
Agreement
This Agreement made
«DateAwded» (the “Grant Date”), between
Abbott Laboratories, an Illinois corporation (the
“Company”), and «Name» (the
“Employee”), for the grant by the Company to the
Employee of a Performance Restricted Stock Award under
Section 11 of the Company’s 1996 Incentive Stock Program
(the “Plan”). This Agreement incorporates and is
subject to the provisions of the Plan. Terms used herein shall have
the same meaning as in the Plan and in the event of any
inconsistency between the provisions herein and the provisions of
the Plan, the Plan shall control.
1.
Grant of Shares . Pursuant to action of the
Compensation Committee of the Board of Directors of the Company,
and in consideration of valuable services heretofore rendered and
to be rendered by the Employee to the Company and of the agreements
hereinafter set forth, the Company has granted to the Employee
«NoShares12345» common shares of the Company (the
“Shares”). The Shares shall be issued from the
Company’s available treasury shares. The Employee shall
have all the rights of a shareholder with respect to the Shares,
including the right to vote and to receive all dividends or other
distributions paid or made with respect to the Shares.
However, the Shares (and any securities of the Company which may be
issued with the respect to the Shares by virtue of any stock split,
combination, stock dividend or recapitalization, which securities
shall be deemed to be “Shares” hereunder) shall be
subject to all the restrictions hereinafter set forth.
2.
Restriction . Until the restriction imposed by this
Section 2 (the “Restriction”) has lapsed pursuant
to Section 3 or 4 below, the Shares shall not be sold,
exchanged, assigned, transferred, pledged or otherwise disposed of,
and shall be subject to forfeiture as set forth in Section 5
below.
3.
Lapse of Restriction Based on Performance . The
restrictions on one-third of the total number of Shares (rounded
up) will lapse and have no further force on the last business day
of February, 2008, provided that Abbott’s prior year Return
on Equity is a minimum of 18 percent; the restrictions on an
additional one-third of the total number of Shares (rounded up)
will lapse and have no further force on the last business day of
February, 2009, provided that Abbott’s prior year Return on
Equity is a minimum of 18 percent; the restrictions on the
remaining one-third of the total number of Shares will lapse and
have no further force on the last business day of February, 2010,
provided that Abbott’s prior year Return on Equity
is