LTIP – Form for France
RESTRICTED STOCK UNIT AGREEMENT
PURSUANT TO THE
NYSE EURONEXT OMNIBUS INCENTIVE PLAN
This Agreement (the “Agreement”) entered into on this day of [ ] , 200 , by and between the NYSE Euronext (the
“Company”) and (the “Participant”).
W I T N E S S E T H :
WHEREAS , the Company has adopted the NYSE Euronext Omnibus Incentive Plan, (the “Plan”), which is administered by a
committee appointed by the Company’s Board of Directors (the “Committee”); and
WHEREAS , pursuant to Section 10.1 of the Plan, the Committee may grant Restricted Stock Units to the Participant, as an
Eligible Employee, as such term is defined in the Plan.
NOW, THEREFORE , for and in consideration of the mutual promises herein contained, and for other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
1. Grant of Restricted Stock Units.
Subject to the restrictions and other conditions set forth herein, the Committee has authorized this grant of
Restricted Stock Units (“RSUs”) to the Participant on [ ] , 200 (the “Grant Date”).
2. Vesting and Distribution.
(a) The RSUs shall vest, in full, on the third (3 rd ) anniversary of the Grant Date (hereinafter, the “Vesting Date”) provided that
the Participant has not had a Termination at any time prior to the Vesting Date. Subject to the provisions of Section 2(c) below,
no vesting shall occur prior to the Vesting Date.
(b) Subject to the provisions of Section 2(c) below, following the Vesting Date, the Company shall distribute to the Participant,
one share of Common Stock for each RSU granted hereunder, subject to such share adjustment as may be required under
Article IV of the Plan. Upon such delivery of shares of Common Stock, all obligations of the Company with respect to the RSUs
granted hereunder shall be deemed satisfied.
(c) Notwithstanding the foregoing provisions, upon the earliest to occur