Stock Award Program
* The Compensation/Nominating/Corporate Governance Committee of TCF Financial has authority to accelerate
# Shares :
[# of Shares by Position ]
Award Date :
Stock Vesting Date
100% Vesting after Five Years (“Cliff” Vesting)
Paid As You Go, Quarterly at rate paid to all shareholders.
If prior to Stock Vesting Date, all shares are forfeited. Dividends paid while shares were
outstanding are not required to be repaid.
Termination due to
or Death :
Pro-rata number of shares will vest based on number of months completed after Award
Date with TCF as [state position ]combined, divided by 60.
Shares may be forfeited or retained at the sole discretion of the [department head].
Change in Control :
All unvested shares become vested upon an involuntary termination of employment
without cause within one year after a “change in control.” Change in control occurs when
one of the following events takes place (1) a change of 2/3 of board members (2)
merger or corporate transaction resulting in at least 50% ownership of the resulting entity
by shareholders of the other party to the transaction (3) liquidation or asset sale of
substantially all assets.
Capitalization of TCF
The Compensation/Nominating/Corporate Governance Committee of TCF Financial will
decide if any adjustments are appropriate.
All Shares and Grants are subject to the terms and conditions of the TCF Financial
Incentive Stock Program. The Compensation/Nominating/Corporate Governance
Committee has delegated all interpretive authority to the [department head], who is the
only person with authority to interpret this Progra