[Employees]
THIS DOCUMENT CONSTITUTES PART OF
THE SECTION 10(a) PROSPECTUS COVERING SECURITIES THAT HAVE BEEN
REGISTERED UNDER THE SECURITIES ACT OF 1933.
Franklin Electric Co., Inc. Stock Plan
Restricted Stock Award Agreement
The employee identified below has been selected
to be a Participant in the Franklin Electric Co., Inc. Stock Plan
(the “Plan”), and has been granted a Restricted Stock
Award (“Award”) as outlined below:
Participant:
Date of
Award:
Number of
Shares Subject to Award:
End of
Restriction Period:
This Agreement, effective as of the Date of
Award set forth above, is between Franklin Electric Co., Inc., an
Indiana corporation (the “Company”), and the
Participant named above. The parties hereto agree as
follows:
The Plan provides a complete description of the
terms and conditions governing the Award. If there is
any inconsistency between the terms of this Agreement and the terms
of the Plan, the Plan’s terms shall govern. All
capitalized terms shall have the meanings ascribed to them in the
Plan, unless specifically set forth otherwise herein. A
copy of the Plan is attached hereto and the terms of the Plan are
hereby incorporated by reference.
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Grant of
Restricted Stock. Subject to the provisions set forth
herein and the terms and conditions of the Plan, and in
consideration of the agreements of the Participant herein provided,
the Company hereby grants to the Participant the number of shares
of Common Stock set forth above.
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Acceptance
by Participant. The receipt of the Award is
conditioned upon the execution of this Agreement by the Participant
and the return of an executed copy of this Agreement to the
Secretary of the Company no later than 60 days after the Award Date
set forth therein or, if later, 30 days after the Participant
receives this Agreement.
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Transfer
Restrictions. Except as
set forth in Section 8.1 of the Plan, none of the shares of Common
Stock subject to the Award (“Award Shares”) shall be
sold, assigned, pledged or otherwise transferred, voluntarily or
involuntarily, by the Participant (or his estate or personal
representative, as the case may be), until such restrictions lapse
in accordance with Sections 4 and 5 below.
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Lapse of
Restrictions. The restrictions set forth in
Section 3 above shall lapse on the last day of the Restriction
Period.
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Death,
Disability or Retirement. To the extent the restrictions set
forth in Section 3 above have not lapsed in accordance with Section
4 above, in the event that the Participant’s employment with
the Company and all subsidiaries terminates due to the
Participant’s death, disability or retirement, such
restrictions shall lapse with respect to a number of Award Shares
determined by multiplying the number of Award Shares by a fraction,
the numerator of which is the number of full months that have
elapsed from the Date of Award to the termination of employment and
the denominator of which is the number of full months in the
Restriction Period. Award Shares with respect to which
restrictions do not lapse shall be forfeited. For this
purpose (a) “disability” has the meaning, and will be
determined, as set forth in the Company’s long term
disability program in which the Participant participates, and (b)
“retirement” means the Participant’s termination
from employment with the Company and all subsidiaries without cause
(as determined by the Committee in its sole discretion) when the
Participant is 65 or older or 55 or older with 10 years of service
with the Company and its subsidiaries.
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Forfeiture. The Award shall be forfeited to the
Company upon the Participant’s termination of employment with
the Company and all subsidiaries for any reason other than the
Participant’s death, disability or retirement (as described
in Section 5
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