EX-10.15




 Exhibit 10.15 
 Fisher Communications, Inc. Performance Award Program 
 (As amended on September 18,
2012) 
  
  
  

 Program Overview 
 The Fisher Communications, Inc. Performance Award Program (Program) is an incentive plan that awards restricted stock units (RSUs) based on Fisher Communications, Inc.’s (Company) performance results
over a one-year period (Performance Period). Awards under the Program are subject to the approval of the Compensation Committee of the Board of Directors (Compensation Committee). The Program is administered under the Company’s 2008 Equity
Incentive Plan (Plan), including the provisions of Section 16 of the Plan relating to compliance with Section 162(m) of the Code. Capitalized terms not otherwise defined herein have the meanings set forth in the Plan. 

Eligibility 
 The Compensation Committee
determines the participants in the Program who will generally be limited to corporate officers. To be eligible to participate in the Program, a person must be an employee of the Company on the first day of the applicable Performance Period, unless
otherwise determined by the Compensation Committee. 
 Form of Awards; Settlement and Vesting 

Once earned, RSU awards will be evidenced by a written agreement that will contain the terms, conditions and limitations of such awards. RSUs will
continue to vest over three additional years (subject to continued employment) and will be settled in shares of Company Common Stock. 

Target Awards 
 Target awards will be
communicated to each participant at the beginning of the applicable Performance Period and will be represented as a target number of RSUs that may be granted, subject to achievement of performance measures. 

Performance Period 
 The Performance
Period under the Program is defined as January 1 through December 31 of each calendar year. Company performance over the applicable one-year Performance Period determines what percentage of the target award is earned. 

Performance Measures 
 Performance
measures will be established by March 30 of each applicable Performance Period. Performance measures are focused on Company-wide financial, operational or market results, as set forth in Section 16 of the Plan and as determined by the
Compensation Committee in its sole discretion. 
 Award Schedule 
 The award schedule will specify threshold, target, and maximum Company financial performance levels, as well as performance levels in between, and the corresponding percentage of the target award that
will be earned for each performance level, ranging from 0-200 percent of the target award level, as determined by the Compensation Committee. 

  
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 Fisher Communications, Inc. Performance Award Program 

(As amended on September 18, 2012) 
  

 
  

 Award Determination 
 Following the completion of the applicable Performance Period, in accordance with the award schedule, the Compensation Committee will determine and approve the RSU awards to be granted to each
participant. Any such RSU awards will be granted no later than April 15 of the year immediately following completion of the applicable Performance Period. 
 RSU Award Vesting 
 One-fourth of the RSU award will vest at the time the RSU award is
granted following completion of the applicable Performance Period. The remaining portion of the RSU award will subsequently vest in increments equal to one-fourth of the original grant on the first, second and third anniversaries of the date the RSU
award is granted. 
  

			
	Program Event	  	Timing
	 Grant of
RSU Award
	  	No later than April 15 of the year immediately following completion of applicable
Performance Period
	 	 
	 25% of
RSU Award vested
	  	On grant date of RSU Award
	  

50% of RSU Award vested
	  	  
 One year from grant date of RSU Award

	 	 
	 75% of
RSU Award vested
	  	Two years from grant date of RSU Award
	  

100% of RSU vested
	  	  
 Three years from grant date of RSU Award


 Program Administration 
 The Compensation Committee will approve final disposition of all matters pertaining to the administration of the Program. The Compensation Committee’s decisions affecting the construction of the
Program will be final and binding on all parties. 
 This material is intended only as a summary of the Program. The Program is governed by the
Plan and anything in these materials which is inconsistent with the Plan document will be superseded by the Plan document. 
 Other
Considerations 
 Termination — In the event of termination of a participant’s employment for any reason during the
applicable Performance Period or after the applicable Performance Period but prior to the granting of an RSU award, such participant will not be entitled to receive an RSU award or Company Common Stock in settlement thereof, unless otherwise
approved by the Compensation Committee. In the event of termination of a participant’s employment for any reason after the granting of an RSU award, any unvested portion of such RSU award will be forfeited, unless otherwise approved by the
Compensation Committee. 

  
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 Fisher Communications, Inc. Performance Award Program 

(As amended on September 18, 2012) 
  

 
  

 Change in Control — In the event of a Change in Control, the Compensation Committee, in its
sole discretion, will determine the effect of such Change in Control on outstanding awards under the Program (1) during a Performance Period or (2) after a Performance Period but prior to the granting of RSU awards. RSU awards that have
been granted will be subject to the Change in Control provisions set forth in the Plan. 
 Dividend Equivalent Rights — In the event
that the Company pays an ordinary cash dividend on its Common Stock and the dividend record date occurs during a Performance Period or after the last day of a Performance Period but prior to the granting of an RSU award earned hereunder, then as of
the date the Compensation Committee determines the number of RSUs earned hereunder, the Company will credit the earned RSUs with a dollar amount equal to (a) the per share cash dividend paid by the Company on its Common Stock on the dividend
payment date, multiplied by (b) the total number of earned RSUs (Dividend Equivalent Right). Any Dividend Equivalent Rights credited shall be subject to the same vesting, payment and other terms, conditions and restrictions as the earned RSUs
to which they relate; provided, however, that the amount of any Dividend Equivalent Rights shall be paid in cash or in shares of the Company’s Common Stock (in either case, without interest), as determined by the Compensation Committee in its
sole discretion on or before the date such Dividend Equivalent Rights are paid. Any Dividend Equivalent Rights paid in the form of shares of the Company’s Common Stock will be calculated by dividing (a) the amount of the Dividend
Equivalent Rights credited to the earned RSUs by (b) the Fair Market Value of the Company’s Common Stock on the dividend payment date (rounded down to the nearest whole number of shares). 

Clawback — Any awards granted hereunder will be subject to any clawback or recoupment policy adopted by the Company pursuant to the
requirements of the Dodd-Frank Wall Street Reform and Consumer Protection Act or other law or the listing requirements of any national securities exchange on which the Company Common Stock is listed. 

Amendment or Termination of the Program — The Compensation Committee, in its sole discretion and in compliance with Section 162(m), may
terminate, amend or modify this Program at any time, including, but not limited to reducing the number of RSUs that may be granted hereunder. 

Right of Assignment — No right or interest in the Program is assignable or transferable, or subject to any lien, directly, by operation of
law, or otherwise, including levy, garnishment, attachment, pledge, or bankruptcy. 
 No Right of Employment — Participation under
this Program does not guarantee any right to continued employment; management reserves the right to dismiss participants. Participation in any one Performance Period does not guarantee the participant the right to participation in any subsequent
Performance Period. 

  
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