Exhibit 10.16
Velocity Financial, Inc.
Performance Stock Unit Grant and Agreement
This Performance Stock Unit Grant and Agreement (this "Agreement"), is made effective as of the Grant Date between Velocity Financial, Inc., a Delaware corporation (the "Company"), and [ ] ("Participant").
The Company adopted the Velocity Financial, Inc. 2020 Omnibus Incentive Plan (as it may be amended, the "Plan"), the terms of which are incorporated herein by reference and made a part of this Agreement. Capitalized terms not otherwise defined herein shall have the same meaning as in the Plan.
The Compensation Committee of the Board of Directors of the Company (the "Committee") has determined that it would be in the best interests of the Company and its stockholders to grant the Performance Stock Units to Participant pursuant to the Plan and the terms set forth herein.
The Company desires to confirm the following grant of Performance Stock Units to Participant:
Grant Date: [ ]
Grant Type: Performance Stock Units ("PSUs")
Grant Amount: $[ ]
Grant Price: $[ ]
Target PSUs Granted: [ ]
Potential PSUs: 0 to [ ]
Performance Metric: [Average Core Net Income Annual Growth]
Measurement Period: Fiscal Years [ ]
Velocity Financial, Inc.
____________________________________
Roland T. Kelly
Chief Legal Officer and General Counsel
Exhibit A
The actual number of PSUs that will vest (the "Actual Award") will be determined by the Committee based on the [Average Core Net Income Annual Growth] (as defined below) for fiscal years [ ], as follows:
The determinations of [Average Core Net Income Annual Growth] and Actual Awards will be certified by the Committee following [ ]. Each of the [Average Core Net Income Annual Growth] percentages above may be equitably adjusted by the Committee for any of the adjustments factors set forth in Section 12(a) of the Plan and as otherwise determined by the Committee in its reasonable discretion to be necessary to prevent enlargement or diminution of the benefits or potential benefits intended to be provided to Participant.
["Average Core Net Income Growth" is defined as] [ ], each as equitably adjusted by the Committee for any of the adjustments factors set forth in Section 12(a) of the Plan and as otherwise determined by the Committee in its reasonable discretion.
PSUs that remain unvested following such determinations by the Committee shall be forfeited and Participant shall have no further right, title or interest in or to the unvested PSUs or the shares of Common Stock underlying such unvested PSUs.