exv10w24



 





Exhibit 10.24




Award Agreement



This Award Agreement (the “Agreement”) is entered into
as of                     , 2007 (the
“Grant Date”), by and between Sprint Nextel Corporation, a Kansas corporation (together
with its direct and indirect subsidiaries, “Sprint”) and                      (the “Executive”), an employee of
Sprint for the grant of options and restricted stock units with respect to Sprint’s common stock,
Series 1, par value $2.00 per share (“Common Stock”).

In consideration of the mutual covenants and agreements set forth in this Agreement, the
parties agree to the following.





	1.	 	Defined Terms Incorporated from 1997 Long-Term Stock Incentive Program




Capitalized terms used in this Award Agreement and not defined herein shall have the meanings set
forth in Sprint’s 1997 Long-Term Stock Incentive Program (the “Program”).





	2.	 	Grant of Stock Options




Sprint hereby grants to the Executive under the Program options to buy                     shares of Common
Stock at an exercise price of $                     per share (the “Option”). The Option becomes exercisable at
a rate of 1/3rd of the total number of shares of Common Stock subject to purchase on
each of the first three anniversaries of the Grant Date and expires on the 10th
anniversary of the Grant Date. The Option is governed by the Program, and this Agreement hereby
incorporates, the Standard Terms of Options set forth in Section 6(g) of the Program except as
provided in Section 4 below.





	3.	 	Grant of Restricted Stock Units




Sprint hereby grants to the Executive under the Program                      restricted stock units (the
“RSUs”). Each RSU represents the unsecured right to require Sprint to deliver to Executive one
share of Common Stock. With respect to 100% of the RSUs, the “vesting date” and “initial delivery
date” is on the third anniversary of the Grant Date, subject to paragraph 4.02 below. The RSUs are
governed by the Program, and this Agreement hereby incorporates, the Standard Terms of Other Stock
Unit Awards set forth in Section 9(c) of the Program except as provided in Section 4 below.





	4.	 	Terms different from Standard Terms




4.01 Option vesting. The Option will vest as described in Section 2 above rather than the standard
term set forth in Section 6(g)(v) of the Program.



4.02 Performance adjustment. Subject to the discretion of the Human Capital and Compensation
Committee of Sprint’s Board of Directors, the number of RSUs in Section 3 will be adjusted by
multiplying that number by a payout percentage (from 0% to 200%) based on achievement of financial
objectives relating to consolidated adjusted operating income before depreciation and amortization
(OIBDA) margin during 2009 (excluding certain business segments) and cumulative free cash flow from
operations during 2007 through 2009 (the “Performance Adjustment”). The Performance Adjustment
will be made as of the vesting date after year end 2009. Cash dividends on the Common Stock, if
any, underlying the Executive’s vested RSUs will be paid to the Executive as soon as practicable
after completion of the Performance Adjustment. These cash dividends will be calculated by first
adjusting the RSUs by the Performance Adjustment and then applying the dividend rate for each
quarterly dividend for which the Executive held the RSUs, as adjusted, on each dividend record
date.



4.03 Deferral of delivery not permitted. The Executive will not have the ability to defer delivery
of the RSUs under the provisions of Section 9(c)(ii) of the Program.



4.04 Section 280G of the Internal Revenue Code. The limitations on acceleration of vesting under
Sections 6(g)(viii) and 9(c)(iv) of the Program, relating to payments or benefits contingent on a
change in control within the meaning of Code Section 280G, does not apply to the Option or RSUs.





	5.	 	Plan Information




The Executive hereby acknowledges having read the 1997 Long-Term Stock Incentive Program Plan
Information Statement dated March 2007. To the extent not inconsistent with the provisions of this
Agreement, the terms of such information statement and the Program are hereby incorporated by this
reference.



In Witness Whereof, Sprint has caused this Agreement to be executed by its duly authorized
officer and the Executive has executed the same as of the Grant Date.




	 	 	 	 	 	 	 
	 

	 	 	 	Sprint Nextel Corporation	 	 
	 
	 	 	 	 	 	 
	 

	 	By:	 	 	 	 
	 

	 	 	 	 

Authorized Officer
	 	 
	 
	 	 	 	 	 	 
	 

	 	 	 	 	 	 
	 

	 	 	 	“Executive”