EXHIBIT 10.16
SPECTRUM BRANDS,
INC.
RESTRICTED STOCK AWARD
AGREEMENT
FOR EMPLOYEES
This agreement is made and entered
into, effective as of June 9, 2008 (the “Effective
Date”), by and between Spectrum Brands, Inc., a Wisconsin
corporation (the “Company”), and Kent Hussey
(the “Employee”) pursuant to The 2004 Rayovac Incentive
Plan (the “Plan”) and the terms and conditions of this
Spectrum Brands, Inc. Restricted Stock Award Agreement (the
“Agreement”), as set forth below.
1. Grant of Award . Pursuant
to the Plan and subject to the terms and conditions of this
Agreement and the Plan, the Company hereby grants to the Employee
an award (the “Award”) of 100,000 shares of the
Company's common stock, par value $.01 per share (“Common
Stock”), subject to certain restrictions (individually, a
“Share” and collectively, the “Shares”).
The Employee acknowledges that he/she has received from the Company
a copy of the Plan and any prospectus relating thereto.
2. Restrictions . Until the
restrictions set forth in this Agreement or in the Plan lapse, the
Shares shall be subject to the following restrictions:
(a) Continued Employment .
Except as otherwise specifically provided herein, the
Employee’s rights under this Agreement are conditioned on the
Employee remaining in the employment of the Company or its
subsidiaries or affiliates. The term “disability” shall
have the same meaning as set forth in the Company’s
disability policy. The term “Cause” shall have the same
meaning as forth in the employment agreement or severance
agreement, as applicable and as the same may be amended from time
to time, between the Employee and the Company or any subsidiary of
the Company, as applicable.
(b) Transfer . The Shares may
not be sold, assigned, transferred, exchanged, pledged,
hypothecated or otherwise encumbered in any manner by the
Employee.
(c) No Section 83(b)
Election . With respect to the Shares awarded pursuant to this
Agreement, the Employee agrees not to make the election provided
for under section 83(b) of the Internal Revenue Code of 1986, as
amended.
3. Lapse of Restrictions
.
General . Subject to the terms of this Agreement,
restrictions as to 50% of the Shares shall lapse on each of the
first and second anniversaries of the Effective Date.
(b) Forfeiture of Shares .
Notwithstanding anything contained herein to the contrary, upon the
Employee's termination of employment with the Company or
any of its subsidiaries and affiliates for any
reason other than termination by the Company without Cause or by
reason of Employee’s death or disability, the Employee shall
forfeit all Shares subject to restrictions that have not lapsed as
of such termination date, and the Employee shall have no further
rights with respect to those Shares. In the event of termination by
the Company without Cause or due to death or disability of
Employee, any remaining restrictions on the Shares shall lapse upon
such termination.
(c) Termination of
Restrictions . Notwithstanding the foregoing, the Compensation
Committee of the Board shall have the power, in its sole
discreti
