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PTP > SEC Filings for PTP > Form 8-K on 22-Jul-2014All Recent SEC Filings




Change in Directors or Principal Officers, Financial Statement

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

At its meeting on July 22, 2014, the Board of Directors of Platinum Underwriters Holdings, Ltd. (the "Company"), upon the recommendation of the Compensation Committee (the "Committee"), approved amendments to the terms of the Amended and Restated Executive Incentive Plan ("EIP Plan") to add a performance-based payment condition determined on the basis of the average change in fully converted book value per common share achieved by the Company for a specified period (the "Fully Converted BVPCS Payment Condition").

In addition, on July 22, 2014, the Committee approved a form of EIP Share Unit Award Agreement (the "Award Agreement") setting forth the material terms and conditions of awards of share units under the Company's EIP Plan. The new performance-based award becomes payable in accordance with the Fully Converted BVPCS Payment Condition. Under the terms of the Award Agreement, vesting for each award will occur only to the extent that the Company's performance objectives are met over the cumulative performance period for each award.

The foregoing description of the EIP Plan and the Award Agreement thereunder is qualified in its entirety by reference to the full text of the Amended and Restated Executive Incentive Plan and the form of EIP Share Unit Award Agreement, filed as Exhibit 10.1 and Exhibit 10.2, respectively, to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

           (d)            Exhibits
           Exhibit 10.1   Amended and Restated Executive Incentive Plan
           Exhibit 10.2   Form of EIP Share Unit Award Agreement

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