Adjusted Net Earnings. Adjusted Net Earnings for a Performance Period means the consolidated net earnings attributable to stockholders reported by the Company for the Performance Period in accordance with generally accepted accounting principles, before reported extraordinary items, but after charges or credits for taxes measured by income and Performance Awards under this Plan and performance awards under the Nucor Corporation Senior Officers Long-Term Incentive Plan.

Net Earnings Requirement. Borrower will maintain positive net earnings before taxes, interest, depreciation, amortization and all other non-cash charges (including but not limited to inventory write-downs) on a rolling four-quarter basis.

Adjusted Net Income. The term “Adjusted Net Income” means the Company’s actual net income prepared in accordance with GAAP and adjusted to exclude items recorded in the Company’s “Other Gains and Charges” caption on the consolidated statement of comprehensive income and any other items which are excluded from the Company’s net income to determine “Adjusted Net Income” as presented in the quarterly and annual earnings releases.

Net Adjusted Tax Asset Balance. If Ford Credit's Adjusted Tax Asset Balance exceeds its Contingent Tax Liabilities, Ford shall pay Ford Credit interest on the excess at a rate equal to Ford Credit's weighted average after-tax cost of capital.

Earnings. The amount in the "transferred suspension account" shall be credited with earnings and losses as of each Valu ation Date in accordance with [Section 4.3], except that Participants may not direct the investment of amounts in the "transferred su spension account." Amounts released from the account prior to the last day of a Plan Year shall not share in such earnings or losses.

Earnings. HP shall periodically credit gains, losses and earnings to a Participant's Account, until the full balance of the Account has been distributed. Amounts shall be credited to a Participant's Account under this Section based on the results that would have been achieved had amounts credited to the Account been invested as soon as practicable after crediting into the Investment Options selected by the Participant.

“Adjusted EBITDA” means, as of the end of the Performance Period, the Company’s trailing 12-month net earnings (loss) attributable to the Company’s common shareholders, excluding interest expense, income tax expense (benefit) and depreciation and amortization, and adjusted to exclude the following items: restructuring, impairment and transaction-related charges; earnings/loss from discontinued operations, net of tax; net pension income; employees stock ownership plan contribution; gain/loss on debt extinguishment; equity in (earnings) loss of unconsolidated entity; adjusted earnings before interest, taxes, depreciation and amortization (“EBITDA”) for unconsolidated equity method investments (calculated in a consistent manner with the calculation used by the Company for its EBITDA); and net earnings (loss) attributable to non-controlling interests.

Maintenance of Adjusted Tangible Net Worth. The Financial Reporting Party has maintained an Adjusted Tangible Net Worth of not less than ​.

“Performance Goals” means goals that have been established by the Committee in connection with an Award and are based on one (1) or more of the following criteria, as determined by the Committee in its absolute and sole discretion: net income; cash flow; cash flow on investment; pre-tax or post-tax profit levels or earnings; operating income or earnings; return on investment; earned value added; expense reduction levels; free cash flow; free cash flow per share; earnings per share; net earnings per share; net earnings from continuing operations; sales growth; sales volume; economic profit; expense reduction; controlled expenses; return on assets; return on net assets; return on equity; return on capital; return on sales; return on invested capital; organic revenue; growth in managed assets; total shareholder return; stock price; stock price appreciation; EBIT, adjusted EBIT, EBITA; adjusted EBITA; EBITDA; adjusted EBITDA; EBITDAR; adjusted EBITDAR; return in excess of cost of capital; operating profits; profit in excess of cost of capital; net operating profit after tax; operating margin; profit margin; adjusted revenue; revenue; net revenue; operating revenue; net cash provided by operating activities; net cash provided by operating activities per share; cash conversion percentage; new sales; net new sales; sales quote conversion percentage; inventory reduction; excess and/or obsolete inventory reduction; cancellations; gross margin; gross margin percentage; gross profit; gross profit percentage; revenue before deferral; regulatory body approval for commercialization of a product; implementation or

Earnings Credit. “Earnings Credit” means the investment adjustment credited to a Participant’s Account pursuant to [Section 4.3] or [Section 4.5] as applicable.