Exhibit 10.35.1
PERFORMANCE SHARE AGREEMENT ALLIANT TECHSYSTEMS LOGO
NUMBER OF MEASURING SOCIAL SECURITY
GRANTED TO GRANT DATE PERFORMANCE PERIOD NUMBER
SHARES
Arlen D. Jameson 02/10/97 6,000 1 YEAR ###-##-####
7100 Valburn Drive
Austin, TX 78731
1. The Grant. Alliant Techsystems Inc., a Delaware corporation (the "Company")
hereby grants to the individual named above (the "Employee"), as of the above
Grant Date, the above Number of Performance Shares (the "Shares"), on the
terms and conditions set forth in this Performance Share Agreement (this
"Agreement") and in the Alliant Techsystems Inc. 1990 Equity Incentive Plan
(the "Plan").
2. Measuring Period. The Shares shall be payable, in the form provided in
Paragraph 4 below, and to the extent provided in Paragraph 3 below, as soon
as practical after the end of the above Measuring Period.
3. Performance Goals. Up to 100% of the Shares shall be payable, depending upon
if, the Business Unit achieves the Performance Goals set forth in the
accompanying Performance Accountability Chart.
4. Form of Payment. Any shares payable pursuant to Paragraph 3 above shall be
paid in shares of Common Stock of the Company ("Stock"), except to the extent
that the Personnel and Compensation Committee of the Company's Board of
Directors, in its discretion, determines that cash be paid in lieu of some or
all of such shares of Stock.
5. Forfeiture. As of the Employee's death or Termination of Employment (as
defined in the Plan), the Employee shall forfeit all Shares for which the
Measuring Period has not ended prior to or as of such Termination of
Employment. If the Employee's death or Termination of Employment occurs at
or after the end of the Measuring Period, the Shares shall be payable to the
extent herein provided, as if such death or Termination of Employment had not
occurred.
6. Rights. Nothing herein shall be deemed to grant the Employee any rights as a
holder of Stock unless and until certificates for shares of Stock are
actually issued in the name of the Employee as provided herein.
7. Income Taxes. The Employee is liable for any federal, state and local income
taxes applicable upon payment of the Shares. Upon demand by the Company, the
Employee shall promptly pay to the Company in cash, and/or the Company may
withhold from the Employee's compensation or from the shares of Stock or any
cash payable in lieu of some or all of such shares of Stock, an amount
necessary to pay, any income withholding taxes required by the Company to be
collected upon such payment.
8. Acknowledgment. This grant will not be effective until the Employee dates
and signs the form of Acknowledgment below and returns to the Company a
signed copy of this Agreement. By signing the Acknowledgment, the Employee
agrees to the terms and conditions referred to in Paragraph 1 above and
acknowledges receipt of a copy of the Prospectus related to the Plan.
ACKNOWLEDGMENT: ALLIANT TECHSYSTEMS INC.
/s/ Arlen D. Jameson
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EMPLOYEE'S SIGNATURE /s/ Richard Schwartz
Richard Schwartz
President and Chief
17 Feb. 97 Executive Officer
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DATE
###-##-####
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SOCIAL SECURITY NUMBER
PRIVATE
PERFORMANCE ACCOUNTABILITY CHART
AEROSPACE SYSTEMS
Arlen D. Jameson
Business Unit: ICBM Modernization
---------------------------------
Business Unit
Performance Goals 2/10/98 Actual
- ---------------------- ------- ------
Win ICBM Modernization 6,000
Contract
Performance Shares Grant = 6,000
Grant = 6,000 Shares for Win ICBM Modernization Contract