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Phantoms Share Plans are contractual arrangements between the following persons: EFFECTS ON OTHER BENEFITSThe value of virtual shares (either at the time of allocation or at the time of acquisition of the shares) may not be included as compensation or income for the purposes of any other performance plan offered by the Company. There are two main types of phantom action plans. “Appreciation only” plans do not include the value of the actual underlying shares themselves and can only pay the value of an increase in the Company`s share price over a period of time that begins on the day the plan is granted. Full Value plans pay for both the value of the underlying stock and an increase in value. The shadow action plan should indicate how many phantom share units will be granted to each participating employee. The company may choose to grant a percentage share or a certain number of units. Both can be increased in installments. In general, only selected employees are selected to receive phantom actions, e.B. management. Phantom share plans are compensation arrangements related to the payment that employees allocate based on the value of the company`s shares.

Attribution, since they are not actual shares, does not confer on employees any ownership rights over the company. Ghost actions are also known as phantom actions or synthetic actions. PAYMENTThe Company will pay each employee in respect of the phantom shares allocated to the participant and not previously lost the amount by which the value of the phantom shares on the last day of the performance period exceeds the value of the phantom shares on the first day of the performance period (the spread). Payment is made over a period of three years, with the first payment being made immediately after the end of the benefit period, as soon as the amount of the payment can be reasonably determined. Therefore, at the end of the fifth year, participants receive 33% of their prize, the remaining 67% at the end of the sixth and seventh year. Instead of receiving physical inventory, the employee receives false actions. Even if it`s not real, the phantom share follows the movement of the company`s actual share price and pays the resulting profits. Phantom Stock may be hypothetical, but it can still pay dividends and it undergoes price changes just like its real counterpart.

After some time, the present value of the phantom stock is distributed to participating employees. Although the stock is not real, the phantom share still tracks the price movements of the company`s stock, and payments will come from the resulting profits. This type of stock undergoes the same price changes as actual shares and pays dividends. Shadow share plans can be a valuable incentive compensation method for companies looking for a way to link compensation to changes in the value of the company, but do not want to directly allocate shares of the company. Below are answers to nine frequently asked questions to give you a better overview of ghost action plans and what they mean for your business. Phantom shares also offer companies certain restrictions to create incentives linked to the value of shares. This may apply to a limited liability company (LLC), a sole proprietor, or S companies that are limited by the 100-owner rule. Ghost stock plans are a way to share a stake in the business while avoiding new “owners” having to incur taxable income or invest money. But above all, it avoids the risks arising from additional shareholders in the company. Key people in management may appreciate having an economic stake in the company, but they may have no interest in being a shareholder in the company and all the rights and obligations that come with the role. Some organizations may use phantom actions as an incentive for senior management. Phantom Stock directly links a financial gain to a measure of company performance.

It can also be used selectively as a reward or bonus for employees who meet certain criteria. Phantom stock can be provided to any employee, either as a general benefit or based on their performance, seniority or other factors. R. Shadow share plans are deferred compensation plans and, as such, plans must be designed and documented to meet the requirements of section 409A. For income tax purposes, if the plan complies with section 409A, deferred compensation attributable to phantom shares is not subject to employee income tax until it is actually paid and received from the executive. At the time the payment becomes taxable, the company may deduct an appropriate amount (subject to general restrictions on the amount that is reasonable and not excessive). However, unlike real shares, for which the increase in value in the event of a sale may qualify for favourable capital gains taxation, the value of phantom shares paid to the employee is taxable as ordinary income. Businesses should ensure that they comply with section 409A before a plan comes into force to ensure that these tax results materialize. A violation of the rules could result in the imposition and establishment of income-related penalties prior to actual receipt by the employee. One. The actual payment of benefits is usually deferred until a predetermined date or until the end of the employment relationship due to retirement, death or disability.

The phantom share plan should specify when phantom share payments should begin, typically triggering a unit valuation as described above. In addition, the plan should specify whether payment of the specified value is to be made in a single lump sum or in instalments over a period of several years. If it is made in several instalments, the scheme should also indicate whether interest will accrue on the unpaid payments. In designing these provisions, the Company shall take into account the possible valuations of the Phantom Shares and the Company`s cash flows. It should be noted that even if payments are made after the recipient has terminated the service, the type of payment is usually still compensation for people who were employed before the termination. 5. Entire Agreement; Applicable law. The Plan is incorporated herein by reference.

The Plan and this Agreement constitute the entire agreement of the parties with respect to the subject matter of this Agreement and, in their entirety, supersede all prior obligations and agreements of the Company and you with respect to the subject matter of this Agreement and may not be substantially modified in your interest except by a letter signed by the Company and you. This Agreement is governed by the domestic substantive law of the United States of Delaware, but not by the law of the State of Delaware. Implementing a shadow action plan usually costs less than a formal action plan. WMS Industries Inc., a Delaware corporation (the “Company”), hereby grants to “Full_Name” (the “Beneficiary”, also referred to as “you”) phantom shares of its phantom shares (the “Phantom Shares”) pursuant to the terms of the attached Ghost Share Agreement and the 2009 takeover of WMS Industries Inc. Amended and adjusted incentive plan (the “Plan”). As used in this Phantom Share Agreement, your primary employer (“Employer”), the Company and their respective subsidiaries and affiliates are collectively referred to as the “Employer Group”. Each unit of the phantom action is equivalent to one ordinary share. A company gives a consultant phantom share units with a four-year lock-up period.

The value corresponds to 1000 shares. In question, the value of the shares is $1. In four years, once executed, the value is now $5. The agreement provides for a monetary reward at an agreed time or event in the future. The amount of the reward is linked to the market value of the Company`s stock at the time of the acquisition. After a set amount of time, participating employees receive the monetary value of the phantom share. Frequently Asked Questions about Stock Options and Tax Implications Both types of shadow share plans are “fair appreciation”, which does not include the value of the underlying shares, but only the increase in shares during the holding period of the shares; and “full value”, which pays the underlying value and the amount that the stock has increased during its holding. Phantom share grants and acquisition agreements align employees` motivations with those of owners, i.e. . . .