Sprint - Nextel 2011 Annual Report Download - page 281

Performance Units will be earned and paid, the Compensation Committee must certify that the Management Objectives have been satisfied.
(d) Any grant of Performance Shares or Performance Units may provide for the earlier lapse or other modification in the
event of termination without Cause, resignation for Good Reason, Normal Retirement, termination due to death or Disability of the
Participant, a Change in Control, or the grant of a Substitute Award and to the extent that any grant or Substitute Award is subject to, or
determined to be subject to, Section 409A of the Code, the time and form of payment shall be indicated in the Evidence of Award as upon one
or more of the permissible payment events under Section 409A of the Code and, as subject to the Six-Month Payment Delay, if required.
(e) Each grant will specify the time and manner of payment of Performance Shares or Performance Units that have been
earned and, that such payment is subject to the Six-Month Delay, if required. Any grant may specify that the amount payable with respect
thereto may be paid by the Corporation in cash, in shares of Common Stock, in Restricted Stock or Restricted Stock Units or in any
combination thereof and may either grant to the Participant or retain in the Compensation Committee the right to elect among those
alternatives; provided, however, that as applicable, the amount payable may not exceed the maximum amount payable, as may be specified by
the Compensation Committee or an Authorized Officer on the Date of Grant.
(f) The Compensation Committee may provide for the payment of dividend equivalents to the holder thereof on either a
current, deferred or contingent basis, either in cash or in additional shares of Common Stock. In this case, the Evidence of Award will specify,
the time of payment of such dividend equivalents and, that such payment is subject to the Six-Month Delay, if required.
(g) Each grant of Performance Shares or Performance Units will be evidenced by an Evidence of Award and will contain
such other terms and provisions, consistent with this Plan, as the Compensation Committee or an Authorized Officer may approve.
(h) Except as provided in an Evidence of Award, in the event of a Participant’s termination of employment or service, any of
the Participant’s Performance Shares and Performance Units that remain subject to a Performance Period on the Participant’s Termination
Date will be cancelled and immediately forfeited, without further action on the part of the Corporation or the Compensation Committee, and
the Participant will have no further rights in respect of such Performance Shares or Performance Units.
9. Awards to Non-Employee Directors. The Board may, from time to time and upon such terms and conditions as it may
determine, authorize the granting to Non-Employee Directors, Option Rights, Appreciation Rights or other awards contemplated by Section
10 of this Plan and may also authorize the grant or sale of shares of Common Stock, Restricted Stock or Restricted Stock Units to Non-
Employee Directors.
(a) Each grant of Option Rights awarded pursuant to this Section 9 will be upon terms and conditions consistent with Section
4 of this Plan.
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