Attached files
Exhibit 10.140d
(Date)
FORM OF NOTICE OF GRANT
Tiffany & Co. Performance-Based Restricted Stock Grant
Under the 2005 Employee Incentive Plan (The "Plan")
Participant:
(Name)
(Address 1)
(Address 2)
PSU Grant No. : ______________
PSU Grant Date : January 20, 2010
Number of Performance-Based * * (see schedule
Restricted Stock Grant : on last page)
Plan and Type : EI05 PSU
Employee ID : ______________
Dear Participant:
I am pleased to advise that you have been awarded the number of Restricted Stock
Units indicated above. Each Restricted Stock Unit represents the right to
receive one share of Tiffany & Co. Common Stock, $.01 par value per share, on
vesting of the Unit.
These Performance-Based Restricted Stock Units are granted under and governed by
the terms and conditions of the Plan, as amended, and the Terms of
Performance-Based Restricted Stock Grant (2010 Version) (the "Terms") attached
hereto and made a part hereof. A Prospectus of the Plan is also attached for
your reference. Please read these documents and keep them for future reference.
Vesting of the Units is governed by the Terms. The following additional defined
items, in addition to those stated in the Terms, will determine vesting of the
Units:
"Performance Period" means the three-year period ending January
31, 2013;
"Earnings" means the Corporation's consolidated net earnings per
share on a diluted basis, as reported in the Company's Annual
Reports on Form 10-K, aggregated over the Performance Period and
as adjusted as provided for in the Terms;
"Earnings Threshold" means Earnings of $4.25;
"Earnings Target" means Earnings of $9.10;
"Earnings Maximum" means Earnings of $12.21;
"ROA" shall have the meaning set forth in the above-referenced
Terms;
"ROA Target" means ROA of 10.6%; and
"Grant Date" means January 20, 2010.
Be sure to verify the accuracy of the information concerning you in this letter
(i.e., formal name, Employee ID, home address). If any changes are required, now
or in the future, or should you have questions about your stock award, please
contact ____________________ at _______________.
Very truly yours,
Michael J. Kowalski
Attachments:
Terms of Performance-Based Restricted Stock Grant (2010 Version)
Prospectus
Schedule of Grant Amounts
-------------------------
Name Maximum Number of Restricted Stock Units
----- ----------------------------------------
Michael J. Kowalski 70,000
James E. Quinn 28,000
James N. Fernandez 38,000
Beth O. Canavan 28,000
Jon M. King 28,000
Patrick B. Dorsey 20,000
Caroline D. Naggiar 18,000
John S. Petterson 16,000
Victoria Berger-Gross 16,000
Patrick F. McGuiness 16,000
Pamela H. Cloud 16,000