Exhibit 10.1
MEDICAL PROPERTIES TRUST, INC.
AMENDED AND RESTATED 2019 EQUITY INCENTIVE PLAN
AWARD AGREEMENT FOR RESTRICTED STOCK
THIS AWARD AGREEMENT (the Agreement) is made effective and entered into with an award grant date as of December __, 2023 (the Grant
Date) by and between MEDICAL PROPERTIES TRUST, INC., a Maryland corporation (the Company), and _____________ (the Participant) pursuant to the Medical Properties Trust, Inc. Amended and Restated 2019 Equity Incentive
Plan, as it may be amended and restated from time to time (the Plan). Capitalized terms used but not defined herein shall have the same meanings set forth in the Plan.
WITNESSETH:
WHEREAS, the Participant is an
Employee of the Company; and
WHEREAS, on the Grant Date the Company awarded the Participant xxx shares (the Target Shares) that are eligible
to vest based on achievement of certain specified stock price hurdles (the Award).
NOW, THEREFORE, for and in consideration of the premises,
the mutual promises and covenants herein contained, and other good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby acknowledged, the parties hereto do hereby agree as follows:
1. AWARD OF RESTRICTED STOCK. On the Grant Date, the Company awarded to the Participant the Award, which entitles the Participant to
receive the number of shares of Restricted Common Stock (the Shares) as is set forth herein from the authorized and unissued or treasury Common Stock. The Shares shall not vest and shall remain subject to a risk of forfeiture unless and
until the provisions of Section 2 and Section 3 of this Agreement or Section 5 of this Agreement, as applicable, are satisfied.
2.
PERFORMANCE-BASED VESTING. The actual number of Shares to be earned by the Participant will depend upon the achievement of specific stock price appreciation hurdles as follows (the Performance Vesting):
(a) Subject to Section 5 below, the percentage of the Target Shares set forth below shall satisfy the Performance Vesting upon the date
that the Board or the Committee determines that the Company has achieved the stock price appreciation hurdle(s) set forth below (each such date, a Determination Date), with the Companys stock price determined based on the trailing 20-trading day (each such 20-trading day period, a Measurement Period) average closing price of the Common Stock during the four-year period following the Grant
Date (the Performance Period). If an ex-dividend date occurs during any Measurement Period, for purposes of determining whether the Performance Vesting has been satisfied, the closing price of the
Common Stock on the ex-dividend date and on each date thereafter until the earlier of the fourth day after the ex-dividend date and the end of the Measurement Period
shall be deemed to be the closing