IPO GRANTS Sample Clauses

IPO GRANTS. At the time of an IPO or a Sale of Prism, the Participants shall be entitled to receive, in the aggregate, a grant of shares of Common Stock, in an amount to be determined by the following formula: First, the [ * ]; and Second, the amount determined above shall be multiplied by 5%. Thereafter, the number of shares of Common Stock allocated and distributed to each Participant shall be determined under paragraph D below. Notwithstanding any provision contained herein to the contrary, if counsel to Prism determines that the grant of shares of Common Stock hereunder requires registration, or compliance with an exemption from registration, under the Securities Act or the securities laws of any state, then no shares of Common Stock shall be distributed to Participants hereunder until such time that an effective registration statement is filed or all of the conditions for an exemption are met, as determined by Prism in its sole discretion. Each participant agrees to cooperate with Prism and comply with any terms and conditions imposed by Prism in connection with Prism filing a registration statement or meeting the terms and conditions of an exemption from registration. Prism will use its best efforts to ensure that shares of Common Stock can be distributed to Participants in compliance with the Securities Act as soon as practicable following an IPO. B.
Sample 1
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IPO GRANTS. A. Restricted Stock Award: 86,072 shares vesting in 1/3 increments. 57,382 B. EBITDA Restricted Stock Award: 57,380 total units, of which 1/2 or 28,690 is the target award level 19,127 C. TSR Restricted Stock Award: 57,380 total units, of which 1/2 or 28,690 is the target award level 17,533 3. 2016 Awards
Sample 1
IPO GRANTS. At the time of an IPO or a Sale of Prism, the Participants shall be entitled to receive, in the aggregate, a grant of shares of Common Stock, in an amount to be determined by the following formula: FIRST, the [ * ] value of [ * ] reduced by [ * ] multiplied by [ * ]; and SECOND, the amount determined above shall be multiplied by 5%. Thereafter, the number of shares of Common Stock allocated and distributed to each Participant shall be determined under paragraph D below. Notwithstanding any provision contained herein to the contrary, if counsel to Prism determines that the grant of shares of Common Stock hereunder requires registration, or compliance with an exemption from registration, under the Securities Act or the securities laws of any state, then no shares of Common Stock shall be distributed to Participants hereunder until such time that an effective registration statement is filed or all of the conditions for an exemption are met, as determined by Prism in its sole discretion. Each participant agrees to cooperate with Prism and comply with any terms and conditions imposed by Prism in connection with Prism filing a registration statement or meeting the terms and conditions of an exemption from registration. Prism will use its best efforts to ensure that shares of Common Stock can be distributed to Participants in compliance with the Securities Act as soon as practicable following an IPO.
Sample 1
IPO GRANTS. In connection with our initial public offering, the Company adopted the 2012 Long Term Incentive Plan (the "2012 LTIP") to provide long- term incentive awards that will attract, motivate and retain key employees. Under the 2012 LTIP, our named executive officers and certain Company employees were awarded initial stock option grants to purchase shares of our common stock, in connection with the Company's initial public offering. The option grants vest over four years, with 25% vesting on each anniversary of the grant date. The options have a ten-year term. A total of approximately 1,653,000 shares are issuable upon the exercise of these initial option grants and the exercise price per share of the options is $27 per share, equal to the initial public offering price per share of common stock in our initial public offering. In addition, our named executive officers and certain Company employees were awarded grants of restricted stock under the 2012 LTIP on October 10, 2012, the effective date of our initial public offering. The restrictions on the shares of restricted stock lapse over three years, with 33.33% lapsing on each anniversary of the grant date. The number of shares of restricted stock granted was determined using the initial public offering price per share of our common stock. A total of approximately 290,000 shares of restricted stock were granted. PM&P provided advice to the Compensation Committee with respect to the IPO grants described above. PM&P analyzed the equity practices of the 18 companies listed below that had completed an initial public offering within the past few years, focusing primarily on the equity awards provided to their named executive officers and other key employees. PM&P noted that the peer group utilized for the IPO may not not necessarily be the peer group that the Compensation Committee utilizes in the future with respect to the Company's executive compensation program. Caesars Entertainment Xxxxxxx Transmission Holding Dunkin Brands Group Metals USA Holdings Booz Xxxxx Xxxxxxxx Holding Vanguard Health Systems, Inc. Noranda Aluminum Holding Express, Inc. NXP Semiconductor Dollar General Corp. Freescale Semiconductor Ltd. CKE, Inc. Rexnord Corp. Sensata Technolgies Holdings Vantiv, Inc. HCA Holdings Xxxxxxx Holdings N.V. Hyatt Hotels PM&P analyzed the public disclosures of each of these peer companies to understand the shares reserved at the time of its initial public offering, equity dilution resulting from the equity gr...
Sample 1

Related to IPO GRANTS

  • Equity Grants The Employee shall be granted as soon as practicable on or after the Effective Date, a stock option to purchase 734,900 shares of the Company’s common stock (the “Option”) (which option shall be issued as an incentive stock option to the maximum extent allowed under Section 422 of the Internal Revenue Code of 1986, as amended, and the regulations promulgated thereunder (the “Code”)) pursuant to the Company’s 2011 Employee, Director and Consultant Equity Incentive Plan (the “Plan”). The Option shall be granted with an exercise price equal to the fair market value of the Company’s common stock on the date of grant. Twenty-Five percent (25%) of the Option shall be vested one year from the Effective Date and the remaining portion of such Option shall vest in equal monthly installments over a thirty-six (36) month period commencing on the first day of the month one year following the Effective Date, subject to continued employment by the Company. Notwithstanding the foregoing, in connection with a Change of Control (as defined in the Plan) or if a termination of the Employee occurs within two (2) months prior thereto, then the vesting of all equity then owned by the Employee shall accelerate with respect to one hundred percent (100%) of the unvested shares. In lieu of the Option at the request of the Employee, the Company shall issue restricted common stock. Restricted common stock will be issued at par value. If the equity to be issued is restricted common stock and not stock options, the number of shares of restricted common stock to be issued shall be calculated by determining the black scholes value of the grant as if it had been issued solely as stock options and dividing such number by the then current fair market value of the Company’s common stock so as to provide no additional benefit to the Employee for the non-payment of the exercise price. The Employee acknowledges and agrees that effective as of the date of the grant of the equity as set forth in the preceding paragraph, option agreement No. SP-0040 granted by the Company to the Employee as of April 30, 2011 shall be terminated and of no further force and effect. The Company acknowledges that any other options previously granted to the Employee that vest based upon the Employee providing consulting services to the Company shall continue to vest upon its terms as long as the Employee is providing services as a director, consultant or employee of the Company and that the definition of “cause” applicable to all such option agreements shall be the definition set forth herein and not as set forth in the 2008 Stock Incentive Plan.

  • Stock Grants You may receive stock awards under an equity incentive compensation plan of Tyson then in effect (if any), on terms and in amounts consistent with those provided to other employees in your Band, subject to the discretion of the senior management of Tyson.

  • Restricted Stock Awards Each Restricted Stock Award shall be evidenced by a Restricted Stock Award Agreement, which shall comply with and be subject to the following terms and conditions:

  • Equity Awards You will be eligible to receive awards of stock options or other equity awards pursuant to any plans or arrangements the Company may have in effect from time to time. The Board or Committee, as applicable, will determine in its sole discretion whether you will be granted any such equity awards and the terms of any such award in accordance with the terms of any applicable plan or arrangement that may be in effect from time to time.

  • Other Stock-Based Awards The Committee may grant types of equity-based or equity-related Awards not otherwise described by the terms of the Plan (including the grant or offer for sale of unrestricted Shares), in such amounts (subject to Article IV) and subject to such terms and conditions, as the Committee shall determine. Such Other Stock-Based Awards may involve the transfer of actual Shares to Participants, or payment in cash or otherwise of amounts based on the value of Shares and may include Awards designed to comply with or take advantage of the applicable local laws of jurisdictions other than the United States.

  • Restricted Stock Units Subject to the terms and conditions provided in this Agreement and the Plan, the Company hereby grants to the Grantee restricted stock units (the “Restricted Stock Units”) as of the Grant Date. Each Restricted Stock Unit represents the right to receive a Share of Common Stock if the Restricted Stock Unit becomes vested and non-forfeitable in accordance with Section 2 or Section 3 of this Agreement. The Grantee shall have no rights as a stockholder of the Company, no dividend rights and no voting rights with respect to the Restricted Stock Units or the Shares underlying the Restricted Stock Units unless and until the Restricted Stock Units become vested and non-forfeitable and such Shares are delivered to the Grantee in accordance with Section 4 of this Agreement. The Grantee is required to pay no cash consideration for the grant of the Restricted Stock Units. The Grantee acknowledges and agrees that (i) the Restricted Stock Units and related rights are nontransferable as provided in Section 5 of this Agreement, (ii) the Restricted Stock Units are subject to forfeiture in the event the Grantee’s Continuous Status as an Employee or Consultant or Non-Employee Director terminates in certain circumstances, as specified in Section 6 of this Agreement, (iii) sales of Shares of Common Stock delivered in settlement of the Restricted Stock Units will be subject to the Company’s policies regulating trading by Employees and Consultants, including any applicable “blackout” or other designated periods in which sales of Shares are not permitted, (iv) Shares delivered in settlement will be subject to any recoupment or “clawback” policy of the Company, regardless of whether such recoupment or “clawback” policy is applied with prospective or retroactive effect, and (v) any entitlement to dividend equivalents will be in accordance with Section 7 of this Agreement. The extent to which the Grantee’s rights and interest in the Restricted Stock Units becomes vested and non-forfeitable shall be determined in accordance with the provisions of Sections 2 and 3 of this Agreement.

  • Restricted Stock Unit Grant In consideration of the Executive’s entering into this Agreement and as an inducement to remain with the Company, the Executive shall be granted promptly following the Commencement Date, under the Stock Plan, an award of 14,063 restricted stock units to be settled in shares of the common stock of ART (the “Restricted Stock Units”), subject to the approval of the Compensation Committee of the Board of Directors of ART. Such award shall be governed by the Stock Plan and a restricted stock unit award agreement between the Executive and ART. Subject to terms of the Stock Plan and the award agreement for the Restricted Stock Units, the Restricted Stock Units shall vest in equal one-third (1/3) installments on the second, third and fourth anniversaries of the date of grant of such award, subject to the Executive’s continuous employment with the Company from the date of grant of such award through such vesting dates, except as otherwise provided in Section 7(b).

  • Restricted Stock and Stock Options Employer shall cause the Compensation Committee of the Board of Directors of Employer to review whether Employee should be granted shares of restricted stock and/or options to purchase shares of common stock of CBSI. Such review may be conducted pursuant to the terms of the Community Bank System, Inc. 2014 Long-Term Incentive Plan, a successor plan, or independently, as the Compensation Committee shall determine. Reviews shall be conducted no less frequently than annually.

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