Entitlement to Shares. As soon as practicable on or after each applicable Vesting Date (as defined below) (or such earlier date provided in Section 8), the Company shall deliver to the Employee, in such manner as the Company shall determine, a number of shares of Common Stock equal to the number of vested RSUs (subject to reduction for withholding of the Employee’s taxes in relation to the award as described in Section 10) within 60 days following each applicable Vesting Date (or, if earlier, a distribution event set forth in Section 8 that satisfies the requirements of Section 409A(a)(2) of the Code); provided that any fractional shares shall be delivered in the form of cash equal to the value of such fractional shares on the applicable Vesting Date.

Entitlement to Shares. As soon as practicable on or after each applicableWithin 75 days of the Vesting Date (as defined below) (or such earlier date providedfor one or more of the RSUs (and in Section 8)any event no later than March 15 of the year following the year in which the Vesting Date occurs), the Company shall delivercause to be delivered to the Employee, in such manner as the Company shall determine,Participant a number of shares of Common Stock equal to the number of vestedVested RSUs (subject to reduction for withholdingin such manner as the Committee may deem appropriate, including book‑entry or other electronic registration or issuance of one or more stock certificates. At the option of the Employee’s taxesParticipant, the Company may pay in relationcash to the award as described in Section 10) within 60 days following each applicableParticipant the market value, at the Vesting Date (or, if earlier, a distribution event set forth in Section 8 that satisfies the requirementsDate, of Section 409A(a)(2)all or any portion of the Code); provided that any fractional shares shall be delivered in the form of cash equal to the value ofCommon Stock, rather than delivering such fractional shares on the applicable Vesting Date.shares.

EntitlementDelivery of Shares. Subject to Shares. As soon as practicable on or after each applicable Vesting Date (as defined below) (or such earlier date provided in Section 8), the Company shall deliver to the Employee, in such manner as the Company shall determine, a number of shares of Common Stock equal to the number of vested RSUs (subject to reduction for withholding10 of the Employee’s taxes in relationAward, the Shares corresponding to the award as described in Section 10)vested Performance RSUs shall be delivered: # within 60 days following eachof the applicable Time-Based Vesting Date (or,(including cases where the Participant terminates employment due to Retirement) or, # if earlier, a distribution event set forth in Section 8 that satisfies the requirements of Section 409A(a)(2)# within 60 days of the Code); providedParticipant’s termination of employment due to death or Disability, or # as contemplated under Section 9 of the Award in connection with a Change in Control; provided, however, that any fractional sharesif the Award constitutes an item of deferred compensation under Code Section 409A and the vesting event is a Change in Control that is not a “change in control event” within the meaning of Code Section 409A, the Shares shall be delivered in the form of cash equal to the value of such fractional shares on the applicable Vesting Date.earliest vesting event contemplated under this [Section 5(i) or (ii)(1)])].