SEC Filings

LINCOLN ELECTRIC HOLDINGS INC filed this Form 8-K on 11/21/2017
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  would subject the Executive to penalty taxes under Section 409A, then such lump sum amounts shall be paid within five business days after, or such benefits shall commence to be provided after, the first to occur of the following (subject to Section 11(b)): (i) the first anniversary of the Executive’s separation from service (within the meaning of Section 409A), (ii) the Executive’s disability (within the meaning of Section 409A) or (iii) the Executive’s death.


  (b) Without limiting the rights of the Executive at law or in equity, if the Company fails to make any payment or provide any benefit required to be made or provided hereunder on a timely basis, the Company will pay interest on the amount or value thereof at an annualized rate of interest equal to the “prime rate” as set forth from time to time during the relevant period in The Wall Street Journal “Money Rates” column. Such interest will be payable at the same time as the underlying amount to which it relates. Any change in such prime rate will be effective on and as of the date of such change.


  (c) After the occurrence of a Change in Control, and without regard to any applicable vesting requirements, the Company will pay in cash to the Executive a lump sum amount equal to the sum of any unpaid incentive compensation that has been earned, accrued, allocated or awarded to the Executive for any performance period ending prior to the Termination Date (regardless of whether payment of such compensation is contingent on the continuing performance of services by the Executive).


  (d) Without regard to any applicable vesting requirements, within thirty (30) days after the occurrence of a Change in Control, the Company will pay in cash to the Executive a lump sum amount equal to the value of any annual bonus or long-term incentive pay (including, without limitation, any incentive-based annual cash bonuses and cash payments or awards under a long-term incentive plan, but not including any equity-based compensation or compensation provided under a qualified plan) earned, accrued, allocated or awarded with respect to the Executive’s service during a performance period or periods that include the date on which the Change in Control occurred and not previously paid to the Executive. Such amount will be equal to the product of (i) the higher of the plan target payout rate or the actual amount earned based on performance through the date of the Change in Control, multiplied by (ii) a fraction, the numerator of which is the number of days of the Executive’s participation during the applicable performance period to which the incentive pay relates (taking into account service rendered through the payment date), and the denominator of which is the aggregate number of days in such performance period.


  (e) All equity incentive awards, including any restricted stock awards, held by the Executive upon the occurrence of the Change in Control will be subject to the terms of the applicable plan, program or agreement under which such equity incentive awards were granted.


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