Corporation Stock Sample Clauses

Corporation Stock. Employee is the owner of 36,927 shares of the Corporation's common stock ("Stock"). If the Corporation's common stock does not close at or above Thirty-Five Dollars ($35.00) per share ("Base Share Price") on any date after the Resignation Date up to and including October 24, 1998, then Employee shall be entitled to the "Price Protection" in accordance with the terms of this Paragraph. Subject to the foregoing, Employee shall have the right, but not the obligation, to receive the Price Protection by written notice to Corporation given no later than November 24, 1998. In such event, Corporation, at its option, shall either (i) pay Employee the difference between (a) the Base Share Price and (b) the closing price of Corporation's common stock on October 24, 1998 times the number of shares of the Stock still owned by Employee on October 24, 1998 or (ii) purchase the number of shares of the Stock still owned by Employee on October 24, 1998 at the Base Share Price (the "Price Protection"). If Corporation elects clause (ii), then upon the delivery of the applicable purchase price by Corporation to Employee, Employee shall endorse to and deliver the applicable stock certificates for the Stock and/or stock powers and such other instruments as may be necessary to transfer the Stock to Corporation or its designee. The Base Share Price and the number of shares of the stock shall be equitably adjusted to reflect any mergers, consolidations, stock splits, stock dividends or other similar events which may occur subsequent to the Resignation Date.
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Corporation Stock. Shareholders own the following number of shares of the common stock, and the 9% Cumulative Non-voting Preferred Stock, of Corporation (the "Corporation Stock"): Ameribank has contemporaneously with the execution hereof sold and delivered to Shareholders other than Ameribank the Common Stock listed above. The Shareholders and the Corporation believe it to be in their mutual interest that Shareholders other than Ameribank be restricted in their right to dispose of their Corporation Stock and that certain other rights and obligations of the parties hereto be agreed upon as specified herein.
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Corporation Stock. Shareholders own the following number of shares of the common stock, of Bank (the "Bank Stock"): NUMBER OF SHARES SHAREHOLDERS OF COMMON STOCK Dona X. Xxxxxx -------------
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Corporation Stock. The Executive shall be fully vested in any and all performance stock options (provided that Super Performance options shall continue to be outstanding pursuant to their terms) granted to the Executive. The Executive shall have the right to exercise all unexercised options, including those options vested in connection with such termination, for a period of not less than twelve (12) months commencing on the date of the Executive's termination under this Section. If the termination under this Section occurs prior to a Qualified IPO, the Executive, for a period of twelve months following the date of termination, shall have the right, but not the obligation, to require the Corporation to purchase, for cash payable at the time of the sale, (i) all shares of capital stock of the Corporation owned or previously owned by the Executive or his assignee, and (ii) any and all stock options granted to the Executive with respect to all of which he is vested at the time of his termination (including without limitation those options vested in connection with the termination), at the Fair Market Value for such shares and options, provided, that all performance options (but not Super Performance options) shall be vested upon the Executive's termination under this Section.
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Corporation Stock. Issue any additional shares of capital stock or any options, warrants or other securities or instruments convertible into shares of capital stock ;
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Corporation Stock. Shareholders own the following number of shares of the common stock, and the 9% Cumulative Non-voting Preferred Stock, of Corporation (the "Corporation Stock"): NUMBER OF SHARES NUMBER OF SHARES SHAREHOLDERS OF COMMON OF PREFERRED J. Michxxx Xxxxxx -------- --------- D. Weslxx Xxxxxxxx -------- --------- Georxx X. Xxxx, Xx. -------- --------- Ameribank has contemporaneously with the execution hereof sold and delivered to Shareholders other than Ameribank the Common Stock listed above. The Shareholders and the Corporation believe it to be in their mutual interest that Shareholders other than Ameribank be restricted in their right to dispose of their Corporation Stock and that certain other rights and obligations of the parties hereto be agreed upon as specified herein.
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Corporation Stock. The Employer Matching Contribution Account maintained for each Participant will be credited with the Participant’s allocated share as determined under Section 17.10 of Corporation Stock (including fractional shares) purchased and paid for by the ESOP or contributed in kind to the ESOP and with any dividends on Corporation Stock allocated to the Participant’s Employer Matching Contribution Account, except as described in Section 7.14. Corporation Stock acquired by the Trustee with the proceeds of a Loan shall be allocated in accordance with Section 17.10 to the Matching Contribution Accounts of Participants as the Corporation Stock is released from suspense accounts as provided in Section 17.8(b); provided, however, that no portion of the ESOP assets attributable to (or allocable in lieu of) Corporation Stock acquired in a sale to which Code Sections 1042 or 2057 apply may be allocated to the Accounts of any Participant who owns (after application of Code Section 318(a) without regard to the employee trust exception contained in Code Section 318(a)(2)(B)(i)) more than 25 percent of the voting control or value of any class of stock of any Related Entity at any time during the one-year period ending on the date of such sale or on the date when the allocation of such Corporation Stock otherwise would occur. In addition, during the “nonallocation period,” no portion of the ESOP assets attributable to (or allocable in lieu of) Corporation Stock so acquired may be allocated to the Accounts of (i) the selling shareholder or (ii) any individual who is “related” (within the meaning of Code section 267(b)) to the selling shareholder. The “nonallocation period” is the ten year period beginning on the later of (a) the date of such sale or (b) the date of the allocation of Corporation Stock so acquired attributable to the final payment of a Loan, the proceeds of which were used to purchase such Corporation Stock.
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Corporation Stock. Participating Employer Contributions that are not used to pay principal and interest on a Loan first shall be allocated to a Participant’s Employer Matching Contribution Account to the extent necessary to fund the Employer Matching Contribution required pursuant to Section 3.5 of the Plan. To the extent that any additional Participating Employer Contributions remain unallocated in excess of the amount necessary to fund the Employer Matching Contribution required pursuant to Section 3.5 of the Plan, the Employer Matching Contribution shall be increased in increments of .01 a percentage point until the Participating Employer Contribution is completely allocated among Participants’ Employer Matching Contribution Accounts. Corporation Stock acquired with the proceeds of a Loan and released from the suspense account as a result of a Participating Employer Contribution used to pay principal or interest on such Loan shall be allocated to a Participant’s Employer Matching Contribution Account based on the amount of Employer Matching Contribution to be made under Section 3.5 of the Plan.
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Corporation Stock. Schedule 14(x) sets forth a complete list and description of the authorized capital stock of the Corporation, the number of shares issued and outstanding of each class or series of such capital stock, and the identity of each Shareholder of the Corporation, in each case indicating the class and number of shares held. No shares of the Corporation Stock are held in the treasury of the Company. The Sellers are the record owners of all of the Corporation Stock and all of such stock is duly authorized, validly issued, and fully paid and non-assessable. On the Closing Date, there will be no preemptive or first refusal rights to purchase or otherwise acquire shares of capital stock of the Corporation pursuant to any provision of law or the Articles of Incorporation or By-Laws of the Corporation or by agreement or otherwise. On the Closing Date there shall not be outstanding any warrants, options, or other rights to subscribe for or purchase from any of the Corporation any shares of capital stock of the Corporation nor shall there be outstanding any securities convertible into or exchangeable for such shares.
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Related to Corporation Stock

  • Company Shares If the managing underwriter has not limited the number of Registrable Securities to be underwritten, the Company may include securities for its own account or for the account of others in such registration if the managing underwriter so agrees and if the number of Registrable Securities which would otherwise have been included in such registration and underwriting will not thereby be limited.

  • Common Shares 4 Company...................................................................................... 4

  • Shares The term “

  • Merger Sub Common Stock At the Effective Time, each share of common stock, par value $0.01 per share, of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be automatically converted into one fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation.

  • Merger Sub Stock Each share of common stock, par value $.01 per share, of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for one (1) duly and validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation.

  • Parent Shares All outstanding Parent Shares, and all Parent Shares, which may be issued pursuant to this Agreement shall when issued in accordance with this Agreement be, duly authorized, validly issued, fully paid and nonassessable and not subject to preemptive rights.

  • Common Stock 1 Company........................................................................1

  • Series B Preferred Stock Section 1.2(d)......................... 5 Shares............................ Section 3.2(a).........................

  • Company Stock The authorized capital stock of the Company consists of: (i) 95,000,000 shares of Company Common Stock, (ii) 900,000 shares of undesignated preferred stock, par value $1.75 per share, and (iii) 100,000 shares of Series A Preferred Stock, par value $1.75 per share (the “Series A Preferred Stock”) (the undesignated and Series A Preferred Stock are collectively referred to herein as the “Company Preferred Stock”). As of August 7, 2007, (a) 44,641,388 shares of Company Common Stock were issued and outstanding, (b) no shares of Company Preferred Stock were issued and outstanding, (c) 18,195,312 shares of Company Common Stock were reserved for issuance under the Company Stock Plans, (d) 1,500,000 shares of Company Common Stock were reserved for issuance under stock options granted outside of the Company Stock Plans, (e) 1,370,763 shares of Company Common Stock were reserved for issuance under Company Warrants, and (f) 378,100 shares of Company Common Stock were held in treasury. The outstanding shares of Company Common Stock have been duly authorized and are validly issued and outstanding, fully paid and nonassessable, and subject to no preemptive rights (and were not issued in violation of any subscriptive or preemptive rights). As of the date hereof, other than the Company Stock Options and the Company Warrants, there are no shares of Company Common Stock authorized and reserved for issuance, the Company does not have any Rights issued or outstanding with respect to Company Stock, and the Company does not have any commitment to authorize, issue or sell any Company Stock or Rights, except pursuant to this Agreement. Section 4.2(e) of the Company Disclosure Schedule sets forth a list of the holders of outstanding Company Stock Options and Company Warrants, the date that each such Company Stock Option or Company Warrant was granted, the number of shares of Company Common Stock subject to each such Company Stock Option or Company Warrant, the vesting schedule and expiration date of each such Company Stock Option or Company Warrant and the price at which each such Company Stock Option or Company Warrant may be exercised.

  • Preferred Shares The Preferred Shares have been duly and validly authorized, and, when issued and delivered pursuant to this Agreement, such Preferred Shares will be duly and validly issued and fully paid and non-assessable, will not be issued in violation of any preemptive rights, and will rank pari passu with or senior to all other series or classes of Preferred Stock, whether or not issued or outstanding, with respect to the payment of dividends and the distribution of assets in the event of any dissolution, liquidation or winding up of the Company.

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