Common use of Changes in Capitalization Clause in Contracts

Changes in Capitalization. In the event of any stock split, reverse stock split, stock dividend, recapitalization, combination of shares, reclassification of shares, spin-off or other similar change in capitalization or event, or any dividend or distribution to holders of Common Stock other than an ordinary cash dividend, the number and class of securities and exercise price per share of this option shall be equitably adjusted by the Company (or substituted options may be granted, if applicable) in the manner determined by the Board. Without limiting the generality of the foregoing, in the event the Company effects a split of the Common Stock by means of a stock dividend and the exercise price of and the number of shares subject to this option are adjusted as of the date of the distribution of the dividend (rather than as of the record date for such dividend), then the Participant, if he exercises this option between the record date and the distribution date for such stock dividend, shall be entitled to receive, on the distribution date, the stock dividend with respect to the shares of Common Stock acquired upon exercise of this option, notwithstanding the fact that such shares were not outstanding as of the close of business on the record date for such stock dividend.

Appears in 10 contracts

Samples: Nonstatutory Stock Option Agreement (Argos Therapeutics Inc), Nonstatutory Stock Option Agreement (Idera Pharmaceuticals, Inc.), Nonstatutory Stock Option Agreement (Argos Therapeutics Inc)

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Changes in Capitalization. In the event of any stock split, reverse stock split, stock dividend, recapitalization, combination of shares, reclassification of shares, spin-off or other similar change in capitalization or event, or any dividend or distribution to holders of Common Stock other than an ordinary cash dividend, the number and class of securities and exercise price per share of this option option, shall be equitably adjusted by the Company (or substituted options may be grantedmade, if applicable) in the manner determined by the Board. Without limiting the generality of the foregoing, in the event the Company effects a split of the Common Stock by means of a stock dividend and the exercise price of and the number of shares subject to this option are adjusted as of the date of the distribution of the dividend (rather than as of the record date for such dividend), then the Participant, if he or she exercises this option between the record date and the distribution date for such stock dividend, shall be entitled to receive, on the distribution date, the stock dividend with respect to the shares of Common Stock acquired upon exercise of this optionsuch exercise, notwithstanding the fact that such shares Shares were not outstanding as of the close of business on the record date for such stock dividend.

Appears in 6 contracts

Samples: Nonstatutory Stock Option Agreement (OvaScience, Inc.), Nonstatutory Stock Option Agreement (OvaScience, Inc.), Nonstatutory Stock Option Agreement (OvaScience, Inc.)

Changes in Capitalization. In the event of any stock split, reverse stock split, stock dividend, recapitalization, combination of shares, reclassification of shares, spin-off or other similar change in capitalization or event, or any dividend or distribution to holders of Common Stock other than an ordinary cash dividend, the number and class of securities and exercise price per share of this option Option shall be equitably adjusted by the Company (or a substituted options option may be grantedmade, if applicable) in the manner determined by the Board. Without limiting the generality of the foregoing, in the event the Company effects a split of the Common Stock by means of a stock dividend and the exercise price of and the number of shares subject to this option an outstanding Option are adjusted as of the date of the distribution of the dividend (rather than as of the record date for such dividend), then the Participant, if he Participant who exercises this option Option between the record date and the distribution date for such stock dividend, dividend shall be entitled to receive, on the distribution date, the stock dividend with respect to the shares of Common Stock acquired upon exercise of this optionsuch Option exercise, notwithstanding the fact that such shares were not outstanding as of the close of business on the record date for such stock dividend.

Appears in 5 contracts

Samples: Nonstatutory Stock Option Agreement (MEI Pharma, Inc.), Nonstatutory Stock Option Agreement (MEI Pharma, Inc.), Nonstatutory Stock Option Agreement (Infinity Pharmaceuticals, Inc.)

Changes in Capitalization. In the event of any stock split, reverse stock split, stock dividend, recapitalization, combination of shares, reclassification of shares, spin-off or other similar change in capitalization or event, or any dividend or distribution to holders of Common Stock other than an ordinary cash dividend, the number and class of securities and exercise price per share of this option shall be equitably adjusted by the Company (or substituted options awards may be grantedmade, if applicable) in the manner determined by the Board. Without limiting the generality of the foregoing, in the event the Company effects a split of the Common Stock by means of a stock dividend and the exercise price of and the number of shares subject to this option are adjusted as of the date of the distribution of the dividend (rather than as of the record date for such dividend), then and if the Participant, if he Participant exercises this option (in whole or in part) between the record date and the distribution date for such stock dividend, he shall be entitled to receive, on the distribution date, the stock dividend with respect to the shares of Common Stock acquired upon exercise of this optionsuch option exercise, notwithstanding the fact that such shares were not outstanding as of the close of business on the record date for such stock dividend.

Appears in 5 contracts

Samples: Non Statutory Stock Option Agreement (First Marblehead Corp), Non Statutory Stock Option Agreement (First Marblehead Corp), Non Statutory Stock Option Agreement (First Marblehead Corp)

Changes in Capitalization. In the event of any stock split, reverse stock split, stock dividend, recapitalization, combination of shares, reclassification of shares, spin-off or other similar change in capitalization or event, or any dividend or distribution to holders of Common Stock other than an ordinary cash dividend, the number and number, class of securities and exercise price per share of this option the Option shall be equitably adjusted by the Company (or substituted options Options may be granted, if applicable) in the manner determined by the Board. Without limiting the generality of the foregoing, in the event the Company effects a split of the Common Stock by means of a stock dividend and the exercise price of and the number of shares subject to this option the outstanding Option are adjusted as of the date of the distribution of the dividend (rather than as of the record date for such dividend), then if the Participant, if he Optionee exercises this option an Option between the record date and the distribution date for such stock dividend, dividend he shall be entitled to receive, on the distribution date, the stock dividend with respect to the shares of Common Stock acquired upon exercise of this optionsuch Option exercise, notwithstanding the fact that such shares were not outstanding as of the close of business on the record date for such stock dividend.

Appears in 4 contracts

Samples: Independent Director Agreement (China HGS Real Estate Inc.), Independent Director Agreement (China HGS Real Estate Inc.), Independent Director Agreement (China HGS Real Estate Inc.)

Changes in Capitalization. In the event of any stock split, reverse stock split, stock dividend, recapitalization, combination of shares, reclassification of shares, spin-off or other similar change in capitalization or event, or any dividend or distribution to holders of Common Stock other than an ordinary cash dividend, the number and class of securities and exercise price per share of this option shall be equitably adjusted by the Company (or substituted substitute options may be granted, if applicable) in the manner determined by the Board. Without limiting the generality of the foregoing, in the event the Company effects a split of the Common Stock by means of a stock dividend and the exercise price of and the number of shares subject to this option are adjusted as of the date of the distribution of the dividend (rather than as of the record date for such dividend), then the Participant, if he or she exercises this option between the record date and the distribution date for such stock dividend, dividend shall be entitled to receive, on the distribution date, the stock dividend with respect to the shares of Common Stock acquired upon exercise of this optionsuch option exercise, notwithstanding the fact that such shares were not outstanding as of the close of business on the record date for such stock dividend.

Appears in 3 contracts

Samples: Nonstatutory Stock Option Agreement (Solid Biosciences Inc.), Nonstatutory Stock Option Agreement (Fulcrum Therapeutics, Inc.), Nonstatutory Stock Option Agreement (Solid Biosciences Inc.)

Changes in Capitalization. In the event of any stock split, reverse stock split, stock dividend, recapitalization, combination of shares, reclassification of shares, spin-off or other similar change in capitalization or event, or any dividend or distribution to holders of Common Stock other than an ordinary cash dividend, the number and class of securities and exercise price per share of this option shall be equitably adjusted by the Company (or substituted options may be grantedmade, if applicable) in the manner determined by the Board. Without limiting the generality of the foregoing, in the event the Company effects a split of the Common Stock by means of a stock dividend and the exercise price of and the number of shares subject to this option are adjusted as of the date of the distribution of the dividend (rather than as of the record date for such dividend), then the Participant, if he or she exercises this option between the record date and the distribution date for such stock dividend, shall be entitled to receive, on the distribution date, the stock dividend with respect to the shares of Common Stock acquired upon exercise of this optionsuch exercise, notwithstanding the fact that such shares Shares were not outstanding as of the close of business on the record date for such stock dividend.

Appears in 2 contracts

Samples: Nonstatutory Stock Option Agreement (OvaScience, Inc.), Nonstatutory Stock Option Agreement (OvaScience, Inc.)

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Changes in Capitalization. In the event of any stock split, reverse stock split, stock dividend, recapitalization, combination of shares, reclassification of shares, spin-off or other similar change in capitalization or event, or any dividend or distribution to holders of Common Stock other than an ordinary cash dividend, the number and class of securities and exercise price per share of this option shall be equitably adjusted by the Company (or substituted options may be granted, if applicable) in the manner determined by the Board. Without limiting the generality of the foregoing, in the event the Company effects a split of the Common Stock by means of a stock dividend and the exercise price of and the number of shares subject to this option are adjusted as of the date of the distribution of the dividend (rather than as of the record date for such dividend), then the Participant, Participant if he exercises this option between the record date and the distribution date for such stock dividend, dividend shall be entitled to receive, on the distribution date, the stock dividend with respect to the shares of Common Stock acquired upon exercise of this optionsuch option exercise, notwithstanding the fact that such shares were not outstanding as of the close of business on the record date for such stock dividend.

Appears in 2 contracts

Samples: Inducement Nonstatutory Stock Option Award Agreement (Agios Pharmaceuticals, Inc.), Inducement Nonstatutory Stock Option Award Agreement (Agios Pharmaceuticals, Inc.)

Changes in Capitalization. In the event of any stock split, reverse stock split, stock dividend, recapitalization, combination of shares, reclassification of shares, spin-off or other similar change in capitalization or event, or any dividend or distribution to holders of Common Stock other than an ordinary cash dividend, the number and class of securities and exercise price per share of this option shall be equitably adjusted by the Company (or a substituted options option may be grantedmade, if applicable) in the manner determined by the Board. Without limiting the generality of the foregoing, in the event the Company effects a split of the Common Stock by means of a stock dividend and the exercise price of and the number of shares subject to this option outstanding options are adjusted as of the date of the distribution of the dividend (rather than as of the record date for such dividend), then if the Participant, if he Participant exercises this option between the record date and the distribution date for such stock dividend, the Participant shall be entitled to receive, on the distribution date, the stock dividend with respect to the shares Shares of Common Stock acquired upon exercise of this optionsuch option exercise, notwithstanding the fact that such shares Shares were not outstanding as of the close of business on the record date for such stock dividend.

Appears in 1 contract

Samples: Inducement Stock Option Agreement (Syros Pharmaceuticals, Inc.)

Changes in Capitalization. In the event of any stock split, reverse stock split, stock dividend, recapitalization, combination of shares, reclassification of shares, spin-off or other similar change in capitalization or event, or any dividend or distribution to holders of Common Stock other than an ordinary cash dividend, the number and class of securities and exercise price per share of this option shall be equitably adjusted by the Company (or substituted substitute options may be granted, if applicable) in the manner determined by the Board. Without limiting the generality of the foregoing, in the event the Company effects a split of the Common Stock by means of a stock dividend and the exercise price of and the number of shares subject to this option are adjusted as of the date of the distribution of the dividend (rather than as of the record date for such dividend), then the Participant, if he exercises this option between the record date and the distribution date for such stock dividend, shall be entitled to receive, on the distribution date, the stock dividend with respect to the shares of Common Stock acquired upon exercise of this optionsuch option exercise, notwithstanding the fact that such shares were not outstanding as of the close of business on the record date for such stock dividend.

Appears in 1 contract

Samples: Nonstatutory Stock Option Inducement Award Agreement (Apellis Pharmaceuticals, Inc.)

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