Common use of Adjustments to Shares Clause in Contracts

Adjustments to Shares. The number of shares of OCA Common Stock subject to an outstanding award of shares of OCA Common Stock granted to a Participant under and pursuant to the Program shall be adjusted as the Committee (as defined below) determines (in its sole discretion) to be appropriate, in the event that: (a) OCA or an Affiliate (as defined below) effects one or more stock dividends, stock splits, reverse stock splits, subdivisions, consolidations or other similar events; (b) OCA or an Affiliate engages in a transaction to which section 424 of the Code (as defined below) applies; or (c) there occurs any other event which in the judgment of the Committee necessitates such action. For purposes of the Program:

Adjustments to Shares. The number of shares of OCA Common Stock subject to an outstanding award of shares of OCA Common Stock granted to a Participant under and pursuant to the Program shall be adjusted as the Committee (as defined below) determines (in its sole discretion) to be appropriate, in the event that: (a) OCA or an Affiliate (as defined below) effects one or more stock dividends, stock splits, reverse stock splits, subdivisions, consolidations or other similar events; (b) OCA or an Affiliate engages in a transaction to which section 424 of the Code (as defined below) applies; or (c) there occurs any other event which in the judgment of the Committee necessitates such action. For purposes of the Program: