EXHIBIT 10.2
CHURCH & DWIGHT CO., INC.
2022 OMNIBUS EQUITY COMPENSATION PLAN
PERFORMANCE STOCK UNIT GRANT
This PERFORMANCE STOCK UNIT GRANT AGREEMENT (the “Agreement”), dated as of _________________ (the “Date of Grant”), is delivered by Church & Dwight Co., Inc. (the “Company”) to _______________ (the “Grantee”).
RECITALS
The Church & Dwight Co., Inc. 2022 Omnibus Equity Compensation Plan (as amended and restated effective as of April 28, 2022), as it may be amended from time to time (the “Plan”) provides for, among other things, the grant of Stock Units of the Company, which includes the right to receive shares of Company Stock in the future, subject to restrictions set forth in this Agreement (“PSUs”). The Compensation & Human Capital Committee of the Company’s Board of Directors (the “Committee”), which administers the Plan, has decided to grant Stock Units in the form of PSUs as an inducement for the Grantee to continue in the employ of the Employer and promote the best interests of the Company and its stockholders. References in this Agreement to the Committee shall include any successor thereto appointed under and in accordance with the Plan. Any capitalized term used but not defined herein shall have the meaning ascribed to such term in the Plan.
NOW, THEREFORE, the parties to this Agreement, intending to be legally bound, hereby agree as follows:
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IN WITNESS WHEREOF, the Company has caused its duly authorized officer to execute and attest this Agreement, and the Grantee has executed this Agreement, effective as of the Date of Grant.
CHURCH & DWIGHT CO., INC.
By: ________________________________
Name: ______________________________
Title: _______________________________
Grantee: ____________________________
Date: _______________________________
Exhibit A
[to be provided]
Exhibit B
COUNTRY SPECIFIC EXHIBIT
The Agreement shall be varied in respect of Grantees resident in the following jurisdictions in accordance with the following provisions and by signing the Agreement, the Grantee agrees to be bound by the terms of the Agreement as varied by the relevant provisions below.
CANADA
2. In respect of Grantees resident, or employed, in the Province of Quebec, the undersigned acknowledges that a French version of the Plan and all agreements, notices, declarations and documents accessory to the Plan have been provided to the undersigned by the Company, and that after examining such version, it is the undersigned express wish to be bound only by the English version of the Plan and all agreements, notices, declarations and documents accessory to the Plan, and for all related documents to be drafted in only English. By signing this version of the Plan, the undersigned further requests to receive written communications, with respect to all matters of this Plan, from the Company in English. Vous reconnaissez qu’une version française du Plan et de ses ententes, avis, déclarations et documents, vous a été remise par la Société, et après en avoir pris connaissance, il est de votre volonté expresse d’être lié seulement par la version anglaise du présent Plan et de ses ententes, avis, déclarations et documents, et que tous les documents s’y rattachant soit rédigés en anglais seulement. De plus, en signant cette version du Plan, vous reconnaissez avoir demandé à ce que les communications écrites de la part de la Société vous soit remises en anglais
All unvested PSUs will be forfeited for no consideration if the Grantee ceases to be Actively Employed by the Employer for any reason other than Disability (as defined below), death, Retirement (as defined below), or as expressly provided in Paragraph 7 of this Agreement. “Actively Employed” means, that the Grantee is actively engaged in the duties and obligations of employment with the Employer and includes (i) any approved period of time off or other statutory leave of absence, and (ii) any minimum statutory notice period applicable to the Grantee that is prescribed by applicable employment standards legislation, but does not include any common law, civil law, reasonable notice or contractual notice period that exceeds the applicable minimum statutory notice period. For certainty, if the Grantee ceases to be Actively Employed by the Employer for any reason other than Disability (as defined below), death, Retirement (as defined below), or as expressly provided in Paragraph 7 of this Agreement, the Grantee shall have no rights with respect to any future grants of PSUs or benefits under this Agreement and the Grantee shall have no claim for loss of PSUs or benefits under this Agreement or for damages in lieu of such loss of PSUs or benefits. The Grantee hereby acknowledges that this Plan contain provisions relating to forfeiture of PSUs at termination and agrees (i) to be bound by such provisions, and (ii) that in the event of any express or implied contradiction of those termination rights with any terms of the Grantee’s employment contract, the terms of the Plan shall prevail.
Canada Privacy Notice (the “Notice”)
The Grantee understands that the Company, the Employer and their affiliates hold certain personal information about the Grantee, including (as applicable):
(“Data”).
Disclosure and transfer of Data
The Grantee further understands that the Company, the Employer and their affiliates will transfer Data amongst themselves as necessary for the purposes of implementation, administration and management of the Grantee’s participation in the Plan, and that the Company, the Employer and any of their affiliates may each further transfer Data to any third parties assisting in the implementation, administration and management of the Plan.
Such third parties could be service providers performing services on behalf of the Company, the Employer, or their affiliates or brokers. Moreover, Data could be disclosed in connection with a corporate transaction, such as a merger, divestiture, consolidation, or asset sale, though in any event, any acquiring entity or other third-party assignee will be bound by strict confidentiality requirements.
The Company may also disclose the Data under a legal obligation, including but not limited to, subpoena or court order; to prevent illegal activity or to prevent imminent harm.
The Grantee understands that such recipients may be located in the United States or elsewhere in the world.
The Grantee hereby authorizes the affiliates and the third parties to receive, possess, use, retain, disclose and transfer such Data as may be required for the administration of the Plan or the subsequent holding of Shares on the Grantee’s behalf, in electronic or other form, for the purposes of implementing, administering and managing the Grantee’s participation in the Plan, including any requisite transfer to a broker or other third party with whom the Grantee may elect to deposit any Shares acquired under the Plan. The Grantee understands that he or she may, at any time, view such Data or require any necessary amendments to it.
Data Security
The internal policies and practices of the Company, the Employer and their affiliates provide for:
Privacy Rights (Quebec)
Privacy Rights (All Canadian provinces and territories, excluding Quebec)
The Grantee may exercise any of the rights described in this Notice by emailing the Company using the contact information provided at the end of this Notice.
The Company will respond to any request within 30 days of receipt, except where the law permits an extension of that time. If the Company refuses to provide or correct the Data, it will provide the
Grantee with the reasons for the refusal, the applicable sections of the law and information about his or her remedies, all subject to the limitations of the law.
If the Company refuses to rectify data, it will allow the Grantee to place comments in his or her file in respect of the Data for which rectification has been refused. The Company will also retain the personal data that has been the subject of an access request for as long as necessary to allow the Grantee to exhaust any recourse provided by law.
The Grantee hereby consents to the collection, use, disclosure and transfer of his or her Data as described in this Notice.
The contact information for the Group Privacy Officer is set out below:
Julia Reytblat
Julia.Reytblat@churchdwight.com
| Total number of PSUs | Number of PSUs | Number of PSUs for shares designated by the Corporation as non-qualifying securities pursuant to subsection 110(1.4) of the Tax Act |
PSUs vesting on third anniversary of the Date of Grant |
| All | All |