Exhibit 10.8
4901 Bakers Mill Lane
Richmond, Virginia 23230
[Date]
[Name]
[Address]
RE: Employee Performance-Based Stock Unit (PSU) Inducement Award Agreement
Dear Participant:
As a material inducement for you to accept an offer of employment with LL Flooring Holdings, Inc. (the “Company”), the Company has granted to you an Award of Stock Units. This Performance-Based Stock Unit Inducement Award Agreement (this “Award Agreement”) and the Award granted hereunder is made outside the terms of the LL Flooring Holdings, Inc. 2023 Equity Compensation Plan (the “Plan”) and the share reserve thereunder, as an “employment inducement award” within the meaning of NYSE Manual 303A.08. Notwithstanding the foregoing, subject to the terms and conditions herein, the Award will be governed by the terms and conditions set forth in the Plan as if it had been granted under the Plan. The provisions of the Plan are hereby incorporated herein by reference. Capitalized terms not defined herein shall have the meanings ascribed to them in the Plan.
This Award and the Plan are administered by the Compensation Committee (the “Committee”) of the Company’s Board of Directors (the “Board”) and the Committee shall have all the rights and discretion with respect to the administration of this Award and Award Agreement as it has under the terms and conditions of the Plan. You and the Company agree that this Award is granted under and governed by the terms and conditions of this Award Agreement, and will otherwise be subject to the Plan and will be governed as if it had been granted under the Plan, other than with respect to the share reserve under the Plan, which will not be affected by this Award. You have reviewed the Plan and this Award Agreement and fully understand all provisions of the Award Agreement, including the Plan. A copy of the Plan will be provided to you upon request.
Grant Date | [Date] |
Target Number of Stock Units Granted | [Number] |
Subject to the terms and conditions of the Plan and this Award Agreement, each Stock Unit represents an unsecured promise of the Company to deliver, and your right to receive, one share of the Stock of the Company at the time and on the terms and conditions set forth herein. As a holder of Stock Units, you only have the rights of a general unsecured creditor of the Company. The Stock Units are subject to the performance and employment-based vesting restrictions and other terms set forth in this Award Agreement and the Plan. Until the performance and employment-based vesting restrictions have lapsed and the Stock Units are to be settled, the Stock Units are forfeitable and nontransferable.
IN WITNESS WHEREOF, the Company has caused this Performance-Based Stock Unit Inducement Award Agreement to be signed on its behalf by its duly-authorized officer on the day and year first indicated above.
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LL FLOORING HOLDINGS, INC.
PERFORMANCE-BASED
STOCK UNIT INDUCEMENT AWARD AGREEMENT
Exhibit A
Subject to the provisions of this award Agreement, the number of stock units covered by this award Agreement that will vest and become payable BASED ON Performance ACHIEVED FOR THE PERFORMANCE PERIOD will be determined AS FOLLOWS:
[Performance Criteria to be Approved by the Compensation Committee at Grant Each Year]