Exhibit 10.3
SECOND AMENDED AND RESTATED 2014 STOCK INCENTIVE PLAN OF
SS&C TECHNOLOGIES HOLDINGS, INC.
PERFORMANCE STOCK UNIT GRANT NOTICE
Unless otherwise defined herein, the terms defined in the Second Amended and Restated 2014 Stock Incentive Plan (as it may be amended from time to time, the “Plan”) of SS&C Technologies Holdings, Inc. (the “Company”) shall have the same defined meanings in this Performance Stock Unit Grant Notice (this “Grant Notice”) and the Performance Stock Unit Award Agreement attached hereto as Appendix A (the “Award Agreement” and, together with the Grant Notice, this “Agreement”). In the event of a conflict among the provisions of the Plan, this Agreement and any descriptive materials provided to you, the provisions of the Plan shall prevail.
You have been granted a Performance Award of performance stock units (“PSUs”), subject to the terms and conditions set forth in this Agreement and the Plan, as follows:
Name of Participant: | [Full Name] (the “Participant”) |
Target Number of PSUs: | [●] is the target number of PSUs (the “Target PSUs”). The Target PSUs shall be settled in Shares at a range from 0% to 200% of the Target PSUs based on the achieved results against the Performance Condition set forth on Exhibit A to this Agreement; provided, that if the threshold level for the Performance Condition is not achieved, all of the PSUs underlying this Award will be forfeited and cancelled without consideration. |
Grant Date: | [_________] (the “Grant Date”) |
Performance Period: | The Performance Period shall be the period from [____________] (the Performance Period”). |
Performance Condition: | The Award shall be subject to the satisfaction of the Performance Condition set forth on Exhibit A to this Agreement in respect of the Performance Period (the “Performance Condition”), subject to the terms set forth in this Agreement. The number of PSUs that are earned and eligible to convert to Shares based on the extent, if any, to which the Performance Condition is satisfied under the Award, as determined by the Committee, are referred to as the “Earned PSUs”. |
Service Vesting: | The Earned PSUs will service vest on _________________________ (the “Vesting Date”), subject to (i) the Participant’s continuous service with the Company through the Vesting Date, (ii) the satisfaction of the Performance Condition, as |
| determined by the Committee, and (iii) the terms and conditions of the Award Agreement.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the Grant Date.
SS&C TECHNOLOGIES HOLDINGS, INC. | |
By: |
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| Name: |
| Title:
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AGREED AND ACCEPTED:
Participant
[NAME]
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APPENDIX A
SECOND AMENDED AND RESTATED 2014 STOCK INCENTIVE PLAN OF SS&C TECHNOLOGIES HOLDINGS, INC.
PERFORMANCE STOCK UNIT AWARD AGREEMENT
This AGREEMENT (this “Agreement”) is made, effective as of the Grant Date (as defined in the Performance Stock Unit Grant Notice to which this Agreement is appended (the “Grant Notice”)), between SS&C Technologies, Inc., a Delaware corporation (the “Company”), and the individual set forth in the Grant Notice (the “Participant”).
This Agreement evidences the grant by the Company on the Grant Date to the Participant of an award of Performance Stock Units (“PSUs”) on the terms provided herein and in the Plan, and as set forth on the Grant Notice (this “Award”). This Award is granted under the Plan, which is incorporated herein by reference and made a part of this Agreement.
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Whenever the following terms are used in this Agreement, they shall have the meaning specified below unless the context clearly indicates to the contrary. Capitalized terms used in this Agreement and not defined below shall have the meaning given such terms in the Plan. The singular pronoun shall include the plural, where the context so indicates.
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of nolo contendere, or imposition of unadjudicated probation for any felony or a crime involving moral turpitude;
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Exhibit A