| no less than target (and will not be prorated), will vest immediately upon grant and will be payable 50% in March 2014 and 50% in March 2015. · Long Term Incentive. For 2013, you will receive an award under the AIG 2013 Long Term Incentive Plan of performance share units (“PSUs”) based on a 2013 LTI target award of US$3,000,000 for the three-year performance period covering January 2013 through December 2015. The number of PSUs granted will be determined by dividing the approved LTI target award by the monthly average closing price of a share of AIG Common Stock for June. Following the performance period, in the first quarter of 2016, the number of PSUs earned (from 0% to 150%) will be determined in accordance with the plan. Earned PSUs will vest in three equal installments, on January 1 of each 2016, 2017 and 2018, and each installment will be delivered in shares of AIG Common Stock no later than April 2016, January 2017 and January 2018, respectively. · Introductory Bonus. In consideration of compensation foregone from your current employer, you will receive an introductory bonus of US$3,250,000, payable US$1,300,000 on April 15, 2014; US$1,150,000 on April 15 2015; and US$800,000 on April 15, 2016, provided you have not resigned your employment (other than for Good Reason as defined below) or been terminated by AIG for Cause (as defined in the enclosed Introductory Bonus Agreement) prior to the payment date and subject to the terms and conditions of the enclosed Introductory Bonus Agreement. · Benefits. You will be entitled to benefits consistent with senior executives of AIG and reimbursement of reasonable business expenses, in each case in accordance with applicable AIG policies as in effect from time to time. In particular, (1) while based in Switzerland, you will receive medical, dental, retirement and other benefits equivalent to those under our International Assignment Payroll, Personnel and Benefit Practices and in accordance with the terms and conditions of the governing plan documents, (2) if during this period you spend a significant amount of business time in a location other than Zurich, you will be provided a suitable apartment in that location and (3) for 2013, you will be able to use 10 days of paid time off and, for 2014, you will be able to use 30 days of paid time off (accruing in accordance with the terms set forth in the Employee Handbook). In addition, your Employer will reimburse you for up to US$20,000 in legal fees incurred in the review of your employment arrangement. |
