Attached files
| file | filename |
|---|---|
| 10-Q - FORM 10-Q - Brookdale Senior Living Inc. | form10-q.htm |
| EX-32 - CERTIFICATION OF CEO AND CFO - Brookdale Senior Living Inc. | exhibit32.htm |
| EX-4.4 - AMENDMENT NUMBER TWO TO STOCKHOLDERS AGREEMENT - Brookdale Senior Living Inc. | exhibit4_4.htm |
| EX-31.1 - CEO CERTIFICATION - Brookdale Senior Living Inc. | exhibit31_1.htm |
| EX-31.2 - CFO CERTIFICATION - Brookdale Senior Living Inc. | exhibit31_2.htm |
FIRST
AMENDMENT TO
BROOKDALE
SENIOR LIVING INC.
OMNIBUS
STOCK INCENTIVE PLAN,
AS
AMENDED AND RESTATED
The
Brookdale Senior Living Inc. Omnibus Stock Incentive Plan, as amended and
restated effective June 23, 2009, is hereby amended, effective October 30, 2009,
as follows:
1. A
new Section 3(e) is hereby added to the Plan to read as follows:
“Notwithstanding
anything in this Plan to the contrary, all Awards to Non-Employee Directors
shall be administered by the Compensation Committee of the Board.”
2. A
new Section 16(f) is hereby added to the Plan to read as follows:
“Notwithstanding
anything in this Plan to the contrary, each time-based Restricted Share Award
(or similar time-based full-value Award) granted hereunder must have a stated
vesting or restriction period of not less than three years from the date of
grant. The terms of any such Award may provide that the Award shall vest, and
the restrictions shall lapse, in installments during the vesting or restriction
period; provided, however, that any such Award granted with a three year vesting
or restriction period may provide for no more favorable ratable vesting than
one-third per year. Notwithstanding anything in this Plan to the
contrary, each performance-based Restricted Share Award (or similar
performance-based full-value equity Award) granted hereunder must have a stated
vesting or restriction period of not less than one year from the date of
grant. Notwithstanding anything in this Section 16(f) to the
contrary, any Awards granted hereunder may be subject to accelerated vesting as
contemplated by the terms of this Plan, as set forth in the applicable Award
Document or as otherwise approved by the Administrator. Any
restricted stock units that Non-Employee Directors elect to receive in lieu of
cash compensation shall not be subject to the foregoing
restrictions.”