ROSETTA STONE INC - FORM 10-K - EX-10.25 - EXHIBIT 10.25 FORM OF AWARD AGREEMENT UNDER THE 2013 LTIP - March 16, 2015

Attached files

file filename
EX-23.1 - EXHIBIT 23.1 CONSENT OF DELOITTE & TOUCHE LLP, INDEPENDENT AUDITORS - ROSETTA STONE INCa123114exhibit231.htm
EX-10.6 - EXHIBIT 10.6 DIRECTOR FORM OF OPTION AWARD AGREEMENT UNDER THE 2009 PLAN - ROSETTA STONE INCa12312014exhibit106directo.htm
EX-31.1 - EXHIBIT 31.1 SECTION 302 CERTIFICATIONS FOR PRINCIPAL EXECUTIVE OFFICER - ROSETTA STONE INCa123114exhibit311.htm
EX-10.28 - EXHIBIT 10.28 EXECUTIVE EMPLOYMENT AGREEMENT CHRISTIAN NA JUNE 2 2014 - ROSETTA STONE INCa12312014exhibit1028na.htm
EX-10.30 - EXHIBIT 10.30 EXECUTIVE EMPLOYMENT AGREEMENT ERIC LUDWIG JANUARY 1 2015 - ROSETTA STONE INCa12312014exhibit1030ludwig.htm
EX-32.1 - EXHIBIT 32.1 SECTION 906 CERTIFICATIONS FOR PRINCIPAL EXECUTIVE OFFICER - ROSETTA STONE INCa123114exhibit321.htm
EX-10.23 - EXHIBIT 10.23 EXECUTIVE BONUS PLAN - ROSETTA STONE INCa12312014exhibit1023bonusp.htm
EX-24.1 - EXHIBIT 24.1 POWER OF ATTORNEY - ROSETTA STONE INCa123114exhibit241.htm
EX-10.12 - EXHIBIT 10.12 DIRECTOR FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENT 2009 PLAN - ROSETTA STONE INCa12312014exhibit1012dirrsu.htm
EX-31.2 - EXHIBIT 31.2 SECTION 302 CERTIFICATIONS FOR PRINCIPAL FINANCIAL OFFICER - ROSETTA STONE INCa123114exhibit312.htm
EX-32.2 - EXHIBIT 32.2 SECTION 906 CERTIFICATIONS FOR PRINCIPAL FINANCIAL OFFICER - ROSETTA STONE INCa123114exhibit322.htm
EX-10.24 - EXHIBIT 10.24 LONG TERM INCENTIVE PROGRAM - ROSETTA STONE INCa123114exhibit1024ltip.htm
EX-10.5 - EXHIBIT 10.5 EXECUTIVE FORM OF OPTION AWARD AGREEMENT UNDER THE 2009 PLAN - ROSETTA STONE INCa123114exhibit105exec2009.htm
EX-10.27 - EXHIBIT 10.27 SUB-SUBLEASE AGREEMENT BETWEEN CEB AND RS APRIL 3 2014 - ROSETTA STONE INCa12312014exhibit1027sub-su.htm
EX-10.31 - EXHIBIT 10.31 DIRECTOR AGREEMENT ARTHUR JOHN HASS NOVEMBER 18 2014 - ROSETTA STONE INCa12312014exhibit1031direct.htm
EX-10.29 - EXHIBIT 10.29 GENERAL RELEASE CHRISTIAN NA DECEMBER 2 2014 - ROSETTA STONE INCa12312014exhibit1029narele.htm
EX-10.26 - EXHIBIT 10.26 CLAWBACK POLICY ON RECOUPMENT OF PERFORMANCE BASED COMPENSATION - ROSETTA STONE INCa123114exhibit1026clawback.htm
EXCEL - IDEA: XBRL DOCUMENT - ROSETTA STONE INCFinancial_Report.xls
10-K - 10-K ROSETTA STONE INC 2014 - ROSETTA STONE INCa1231201410k.htm
EX-21.1 - EXHIBIT 21.1 ROSETTA STONE INC. SUBSIDIARIES - ROSETTA STONE INCa123114exhibit211.htm


Exhibit 10.25

ROSETTA STONE INC. 2009 OMNIBUS INCENTIVE PLAN
2013 ROSETTA STONE INC. LONG-TERM INCENTIVE PROGRAM
AWARD AGREEMENT
Rosetta Stone Inc. (the “Company”) hereby grants you the eligibility to receive cash and shares of the Company’s Stock, subject to certain restrictions and the achievement of certain performance goals as described herein (“Performance Stock Awards”), through the Rosetta Stone Inc. 2009 Omnibus Incentive Plan (the “Plan”) and the 2013 Rosetta Stone Inc. Long-Term Incentive Program (the “LTIP”). Except as provided herein, all terms and definitions of the Plan and LTIP are incorporated herein by reference.
Executive (“you”):    [Participant’s Name]
The Company will award you the following Performance Stock Awards and cash payment upon the achievement of the Performance Goals in accordance with the terms and conditions of the LTIP and as specified as below:
[Participant’s Detailed Chart Added Here - Includes Target, Minimum and Maximum Potential Payouts]
Cash Payment Date: Any cash payment under this Award will be made to you within 45 days after the end of the Program Period, subject to the achievement of the Performance Goals as determined by the Committee and the terms and conditions of the LTIP.
Granting of Performance Stock Awards: The Company shall grant to you Performance Stock Awards as described in the table above within 45 days after the end of the Program Period, subject to the achievement of the Performance Goals as determined by the Committee and the terms and conditions of the LTIP. If granted, the shares of Performance Stock Awards will be 100% vested as of the date of grant.
Condition of Stockholder Approval. Before any payment of cash or the granting of Performance Stock Awards pursuant to this Award can be made, the material terms of the Performance Goals(s) must be disclosed to, and subsequently approved by, the Company’s stockholders in accordance with Treasury Regulation Section 1.162-27(e)(4). If the Company’s stockholders have not (or do not, if applicable) approved the Performance Goal(s) and the terms of this LTIP prior to the end of the 2013 fiscal year, then this Award shall be null and void, and you will have no rights to any payment of cash or Performance Stock Awards pursuant to this Award.
This Award is designated as a bonus that is in addition to your regular cash wages. Participation in the Plan and LTIP is discretionary and voluntary, and the Plan and LTIP can be terminated at any time. This Award does not create a right or entitlement to future Awards, whether pursuant to the Plan or otherwise. This Award is subject to the approval of the Company’s stockholders as described above, and if such stockholder approval is not obtained, then this Award shall be null and void.
AGREED AND CONSENTED TO:

ROSETTA STONE INC.
By:________________________________
Name: Steve Swad
Title: Chief Executive Officer
Date: March 1, 2013
                    
EXECUTIVE
By: _______________________________
Name: [Participant’s Name]




Date: ______________________________



ROSETTA STONE INC Reports