Attached files
file | filename |
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EXCEL - IDEA: XBRL DOCUMENT - CA, INC. | Financial_Report.xls |
10-Q - FORM 10-Q - CA, INC. | y81658e10vq.htm |
EX-32 - EX-32 - CA, INC. | y81658exv32.htm |
EX-15 - EX-15 - CA, INC. | y81658exv15.htm |
EX-31.1 - EX-31.1 - CA, INC. | y81658exv31w1.htm |
EX-10.1 - EX-10.1 - CA, INC. | y81658exv10w1.htm |
EX-10.2 - EX-10.2 - CA, INC. | y81658exv10w2.htm |
EX-31.2 - EX-31.2 - CA, INC. | y81658exv31w2.htm |
EX-12.1 - EX-12.1 - CA, INC. | y81658exv12w1.htm |
Exhibit 10.3
CA, Inc.
Restricted Stock Award Agreement
Restricted Stock Award Agreement
%%FIRST_NAME%-% %%LAST_NAME%-%
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%%EMPLOYEE_IDENTIFIER%-% | |
Name of Participant
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EmplID |
Grant Number
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%%OPTION_NUMBER%-% | |
Total Number of Restricted Stock Awards Granted
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%%TOTAL_SHARES_GRANTED%-% | |
Grant Date
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%%OPTION_DATE,Month DD, YYYY%-% |
This Agreement confirms the grant under the CA, Inc. 2007 Incentive Plan (the Plan), to the
above-named participant of the number of Restricted Stock set forth above. This Agreement merely
evidences such grant, and does not constitute property of any nature or type or confer any
additional rights. This grant is subject in all respects to the applicable terms of the Plan.
This Agreement incorporates by reference the terms of the Plan (including without limitation,
Section 7.5 of the Plan, such that the participant may be subject to the forfeiture of the
unvested portion of this Restricted Stock Award and must return any vested shares already
delivered pursuant to this Agreement in certain circumstances described in that Section), and is
subject to the provisions thereof. A copy of the Plan (or related Prospectus delivered to you
with this Agreement) may be obtained at no cost by contacting the HR Service Center at
1-866-514-4772 or opening an issue via the web at http://caportal.ca.com (via Employee
Self-Service ESS). If you are located outside of North America, please contact your local
Human Resources Representative.
This Restricted Stock Award will vest with respect to 100% of the underlying shares on the third
anniversary of the grant date of the award, provided however, that upon vesting, participant
agrees that he/she shall be subject to a retention requirement whereby participant is required to
retain 75% (determined on an after-tax basis) of his/her vested award in Company Stock until
Termination of Employment. Shares of Restricted Stock that are included in this award may not be
transferred by the participant prior to vesting and, in accordance with the preceding sentence, no
more than 25% (determined on an after-tax basis) of the vested award shall be transferrable prior
to participants Termination of Employment. Participant shall also forfeit any unvested portion
of a participants award upon participants Termination of Employment, as defined in the Plan, for
any reason other than death or Disability, as defined in the Plan. All shares of Restricted Stock
will immediately vest upon the participants death or Disability.
Where required pursuant to the terms of the Plan, the Company will satisfy any federal income tax
withholding obligations that arise in connection with the vesting of the Restricted Stock (or in
connection with an election by the participant under section 83(b) of the Internal Revenue Code,
1986, as amended, with respect to the Restricted Stock, if applicable) by withholding shares of
Common Stock that would otherwise be available for delivery upon the vesting of this award having
a Fair Market Value, as defined in the Plan, on the date the shares of Restricted Stock first
become taxable equal to the minimum statutory withholding obligation or such other withholding
obligation as required by applicable law with respect to such taxable shares. In other cases, as
a condition to the delivery of Shares or the lapse of restrictions related to this Restricted
Stock Award, or in connection with any other event that gives rise to a tax withholding
obligation, the Company (i) may deduct or withhold from any payment or distribution to the
Participant (whether or not pursuant to the Plan), (ii) will be entitled to require that the
Participant remit cash to the Company (through payroll deduction or otherwise) or (iii) may enter
into any other suitable arrangements to withhold, in each case, in an amount sufficient to satisfy
such withholding obligation.
By:
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/s/ John A. Swainson
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Chief Executive Officer |