Exhibit(a)(1)(D)
UBID.COM
HOLDINGS, INC.
TAX
PAYMENT ELECTION FORM
(RESTRICTED
STOCK)
This
form
is used to elect the method in which income and employment taxes will be paid
when an award of restricted stock vests.
You
will be required to make a separate election for each restricted stock award
you
receive in the exchange program at the time you receive your restricted stock
agreement.
Sign
and
return this form to Miguel A. Martinez, Jr..
If
you have filed a section 83(b) election to pay tax upon the date that your
restricted shares are granted (rather than the dates when the shares vest),
then
please check below. Note: Your section 83(b) election must be filed with the
IRS
no later than 30 days following the date of grant.
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I
have filed a section 83(b) election, and I will provide a copy of
that
election to uBid. I understand that I must immediately deliver a
personal
check to uBid for the minimum required income and employment taxes
required to be withheld.
|
If
you do not plan to file a section 83(b) election , then you will owe tax upon
the dates that your restricted shares vest, at their value at those dates.
Please complete the Tax Payment Method election below.
Tax
Payment Method:
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1.
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Pay
by Check:
You will be notified of the total taxes due on the vesting date and
payment must be received within 3 working days following each quarterly
vesting date. You will be prevented from transferring or selling
the
vested shares until all tax payments have been
made.
|
OR
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2.
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Sell
Shares:
I
authorize uBid to sell that number of my shares that are vesting
on such
date as are necessary to pay minimum required income and employment
taxes.
|
If
you
elect to sell vested shares to satisfy your tax obligations, you will be
required to establish a written trading plan that complies with the requirements
of Rule 10b5-1(c) under the Securities Exchange Act of 1934 and our securities
trading policies. A written trading plan is an agreement between you and uBid
that directs uBid to sell on each quarterly vesting date (or the next business
day thereafter) a specified number of shares which have vested under your
restricted stock award. The number of shares specified for sale must be at
least
that number sufficient to provide for the required minimum income and employment
withholding tax obligation arising on the vesting date. You must establish
your
trading plan at a time when our trading window is open and you are not otherwise
in possession of material nonpublic information about uBid or its securities.
Once established, your trading plan will remain in effect until all of the
tax
withholding obligations in connection with your restricted stock award have
been
satisfied. Trading plans may not be modified or terminated except in compliance
with our securities trading policies. Employees who elect to sell vested shares
to satisfy their tax withholding obligations will not be permitted to change
this election in order to pay the required withholding taxes by personal check.
However, if, as a result of a suspension of your trading plan in compliance
with
our securities trading policies, shares may not be sold under the trading plan
on a vesting date (or the next business day thereafter), we will withhold shares
that would otherwise be released to you on the vesting date and will withhold
from your first paycheck (and subsequent paychecks if necessary) following
the
vesting date an amount sufficient to satisfy any unsatisfied portion of your
tax
withholding obligation unless you pay such amount to us by personal
check.
Notwithstanding
your tax payment election above, uBid may, in its discretion, permit or require
satisfaction of the tax withholding requirements by withholding from the number
of shares of uBid common stock vesting under your restricted stock award a
number of shares (rounded down to the nearest whole share) determined by
multiplying the number of shares becoming vested by the combined minimum
statutory income and employment tax withholding rates applicable to you.
Regardless of which tax withholding alternative is used, you also authorize
us
to withhold from your first paycheck (and subsequent paychecks if necessary)
following the vesting date an amount sufficient to satisfy any unsatisfied
portion of your required tax withholding.
If
your
employment with uBid terminates for any reason after your shares vest but before
you have satisfied your income and employment withholding tax obligations,
you
agree that uBid may sell on your behalf a number of shares sufficient to satisfy
your income and employment tax obligations, and that uBid may deduct the entire
amount of any remaining tax obligations from your final paycheck.
Holder’s
Signature:
Print
Name:
Home
Address:
City,
State,
Zip
Code:
Daytime
Phone:
Social
Security
Number: