Common use of Method of Exercising Stock Option Clause in Contracts

Method of Exercising Stock Option. (a) The Stock Option may be exercised from time to time in whole or in part, by written notice delivered to and received by SunCoke prior to the Expiration Date, so long as the Participant is in compliance with SunCoke’s xxxxxxx xxxxxxx policy and the pre-clearance process. This notice must: (1) be signed by the Participant; (2) state the Participant’s election to exercise the Stock Option; (3) specify the number of whole shares of Common Stock with respect to which the Stock Option is being exercised; (4) be accompanied by a check payable to SunCoke, in the amount of the Aggregate Exercise Price for the number of shares purchased. Alternatively, the Participant may pay all or a portion of the Aggregate Exercise Price by: (i) delivering to SunCoke shares of previously owned Common Stock having an aggregate Fair Market Value (valued as of the date prior to exercise) equal to the amount of cash that would otherwise be required, in which event, the stock certificates evidencing the shares to be used shall accompany the notice of exercise and shall be duly endorsed or accompanied by duly executed stock powers to transfer the same to SunCoke; provided, however, that before they may be used as payment of some or all of the Aggregate Exercise Price, shares of Common Stock issued under the Plan must have been held by the Participant at least six (6) months; or (ii) authorizing a third party to sell a sufficient portion of the shares of Common Stock acquired upon exercise of the Stock Option and remit to SunCoke a sufficient portion of the sale proceeds to pay the entire Aggregate Exercise Price and tax withholding resulting from such exercise. (b) As soon as practicable after SunCoke receives such notice and payment, and following receipt from the Participant of payment for any taxes which SunCoke is required by law to withhold by reason of such exercise, SunCoke will deliver to the Participant either: (1) a certificate or certificates for the shares of Common Stock so purchased; or (2) other evidence of the appropriate registration of such shares on SunCoke’s books and records.

Method of Exercising Stock Option. (a) The Stock Option may be exercised from time to time in whole or in part, by written notice delivered to and received by SunCoke Sunoco prior to the Expiration Date, so long as the Participant is in compliance with SunCokethe Company’s xxxxxxx xxxxxxx policy and the pre-clearance process. This notice must: (1) be signed by the Participant; (2) state the Participant’s election to exercise the Stock Option; (3) specify the number of whole shares of Common Stock with respect to which the Stock Option is being exercised; (4) be accompanied by a check payable to SunCokeSunoco, in the amount of the Aggregate Exercise full Option Price for the number of shares purchased. Alternatively, the Participant may pay all or a portion of the Aggregate Exercise Option Price by: (i) delivering to SunCoke Sunoco shares of previously owned Common Stock having an aggregate Fair Market Value (valued as of the date prior to of exercise) equal to the amount of cash that would otherwise be required, in which event, the stock certificates evidencing the shares so to be used shall accompany the notice of exercise and shall be duly endorsed or accompanied by duly executed stock powers to transfer the same to SunCokeSunoco; provided, however, that before they may be used as payment of some or all of the Aggregate Exercise Option Price, shares of Common Stock issued under under: (a) the Plan Plan, (b) the Sunoco, Inc. Executive Long-Term Stock Investment Plan, and/or (c) the Sunoco, Inc. Long-Term Performance Enhancement Plan, must have been held by the Participant at least six (6) months; or. (ii) by authorizing a third party to sell a sufficient portion of the shares of Common Stock acquired upon exercise of the Stock Option and remit to SunCoke Sunoco a sufficient portion of the sale proceeds to pay the entire Aggregate Exercise Option Price and tax withholding resulting from such exercise. (b) As soon as practicable after SunCoke Sunoco receives such notice and payment, and following receipt from the Participant of payment for any taxes which SunCoke Sunoco is required by law to withhold by reason of such exercise, SunCoke Sunoco will deliver to the Participant either: (1) a certificate or certificates for the shares of Common Stock so purchased; or (2) other evidence of the appropriate registration of such shares on SunCokeSunoco’s books and records. (c) Notwithstanding the foregoing, and at the discretion of the Committee, any Participant subject to minimum stock ownership guidelines (as established from time to time by the Committee or Sunoco), but failing to meet the applicable ownership requirement within the prescribed time period may, upon exercise of the Stock Option, receive shares of Common Stock subject to the following restrictions which shall remain in place until compliance with the ownership guidelines are attained: (1) The number of shares subject to the restrictions shall be equal to the total number of shares received in the exercise of the Stock Option, minus the sum of: (i) to the extent that shares received upon the exercise of the Stock Option are used to pay the Stock Option Price, the number of shares which have a Fair Market Value on the date of the Stock Option exercise equal to the total amount paid for all the shares received in the Stock Option exercise; and (ii) to the extent that shares received upon exercise of the Stock Option are used to pay taxes and brokerage fees, the number of shares which have a Fair Market Value on the date of the Stock Option exercise equal to the applicable federal, state, and local withholding tax on the total Stock Option exercise and any brokerage commission or interest charges, if applicable to the exercise. (2) Other than transfers to family members or trusts that are permitted in accordance with the applicable stock ownership guidelines, and that will not result in a reduction in the level of ownership attributable to the Participant under such guidelines, the Participant shall be prohibited from effecting the sale, exchange, transfer, pledge, hypothecation, gift or other disposition of such shares of Common Stock until the earlier of: (i) attainment of compliance with the applicable stock ownership guidelines; (ii) the Participant’s death, retirement, or permanent disability (as determined by the Committee); (iii) occurrence of the Participant’s Employment Termination Date, as defined in the Plan, for any reason other than Just Cause. Notwithstanding the foregoing, six (6) months after the exercise of the Stock Option, such shares of Common Stock may be used as payment of the Option Price of shares issued upon the exercise of other Stock Options. However, the shares will be issued as restricted shares. (3) The restrictions will apply to any new, additional or different securities the Participant may become entitled to receive with respect to the shares by virtue of a stock split or stock dividend or any other change in the corporate or capital structure of Sunoco. (d) Until the restrictions described in Section 1.5(c) above lapse, the shares will be held in book-entry form and appropriate notation of these restrictions will be maintained in the records of Sunoco’s transfer agent and registrar. Any share certificate representing such shares will bear a conspicuous legend evidencing these restrictions, and Sunoco may require the Participant to deposit the share certificate with Sunoco or its agent, endorsed in blank or accompanied by a duly executed irrevocable stock power or other instrument of transfer.

Method of Exercising Stock Option. (a) The Stock Option may be exercised from time to time in whole or in part, by written notice delivered to and received by SunCoke Sunoco prior to the Expiration Date, so long as the Participant is in compliance with SunCokethe Company’s xxxxxxx xxxxxxx policy and the pre-clearance process. This notice must: (1) be signed by the Participant; (2) state the Participant’s election to exercise the Stock Option; (3) specify the number of whole shares of Common Stock with respect to which the Stock Option is being exercised; (4) be accompanied by a check payable to SunCokeSunoco, in the amount of the Aggregate Exercise full Option Price for the number of shares purchased. Alternatively, the Participant may pay all or a portion of the Aggregate Exercise Option Price by: (i) delivering to SunCoke Sunoco shares of previously owned Common Stock having an aggregate Fair Market Value (valued as of the date prior to of exercise) equal to the amount of cash that would otherwise be required, in which event, the stock certificates evidencing the shares so to be used shall accompany the notice of exercise and shall be duly endorsed or accompanied by duly executed stock powers to transfer the same to SunCokeSunoco; provided, however, that before they may be used as payment of some or all of the Aggregate Exercise Option Price, shares of Common Stock issued under under: (a) the Plan Plan, and/or (b) the Sunoco, Inc. Long-Term Performance Enhancement Plan, must have been held by the Participant at least six (6) months; or. (ii) by authorizing a third party to sell a sufficient portion of the shares of Common Stock acquired upon exercise of the Stock Option and remit to SunCoke Sunoco a sufficient portion of the sale proceeds to pay the entire Aggregate Exercise Option Price and tax withholding resulting from such exercise. (b) As soon as practicable after SunCoke Sunoco receives such notice and payment, and following receipt from the Participant of payment for any taxes which SunCoke Sunoco is required by law to withhold by reason of such exercise, SunCoke Sunoco will deliver to the Participant either: (1) a certificate or certificates for the shares of Common Stock so purchased; or (2) other evidence of the appropriate registration of such shares on SunCokeSunoco’s books and records. (c) Notwithstanding the foregoing, and at the discretion of the Committee, any Participant subject to minimum stock ownership guidelines (as established from time to time by the Committee or Sunoco), but failing to meet the applicable ownership requirement within the prescribed time period may, upon exercise of the Stock Option, receive shares of Common Stock subject to the following restrictions which shall remain in place until compliance with the ownership guidelines are attained: (1) The number of shares subject to the restrictions shall be equal to the total number of shares received in the exercise of the Stock Option, minus the sum of: (i) to the extent that shares received upon the exercise of the Stock Option are used to pay the Stock Option Price, the number of shares which have a Fair Market Value on the date of the Stock Option exercise equal to the total amount paid for all the shares received in the Stock Option exercise; and (ii) to the extent that shares received upon exercise of the Stock Option are used to pay taxes and brokerage fees, the number of shares which have a Fair Market Value on the date of the Stock Option exercise equal to the applicable federal, state, and local withholding tax on the total Stock Option exercise and any brokerage commission or interest charges, if applicable to the exercise. (2) Other than transfers to family members or trusts that are permitted in accordance with the applicable stock ownership guidelines, and that will not result in a reduction in the level of ownership attributable to the Participant under such guidelines, the Participant shall be prohibited from effecting the sale, exchange, transfer, pledge, hypothecation, gift or other disposition of such shares of Common Stock until the earlier of: (i) attainment of compliance with the applicable stock ownership guidelines; (ii) the Participant’s death, retirement, or permanent disability (as determined by the Committee); (iii) occurrence of the Participant’s Employment Termination Date, as defined in the Plan, for any reason other than Just Cause. Notwithstanding the foregoing, six (6) months after the exercise of the Stock Option, such shares of Common Stock may be used as payment of the Option Price of shares issued upon the exercise of other Stock Options. However, the shares will be issued as restricted shares. (3) The restrictions will apply to any new, additional or different securities the Participant may become entitled to receive with respect to the shares by virtue of a stock split or stock dividend or any other change in the corporate or capital structure of Sunoco. (d) Until the restrictions described in Section 1.5(c) above lapse, the shares will be held in book-entry form and appropriate notation of these restrictions will be maintained in the records of Sunoco’s transfer agent and registrar. Any share certificate representing such shares will bear a conspicuous legend evidencing these restrictions, and Sunoco may require the Participant to deposit the share certificate with Sunoco or its agent, endorsed in blank or accompanied by a duly executed irrevocable stock power or other instrument of transfer.

Method of Exercising Stock Option. (a) The Stock Option Option, once vested, may be exercised from time to time in whole or in part, by written notice delivered to and received by SunCoke prior to the Expiration Date, so long as the Participant is in compliance with SunCoke’s xxxxxxx xxxxxxx policy and the pre-clearance process. This notice must: (1) be signed by the Participant; (2) state the Participant’s election to exercise the Stock Option; (3) specify the number of whole shares of Common Stock with respect to which the Stock Option is being exercised; (4) be accompanied by a check payable to SunCoke, in the amount of the Aggregate Exercise Price for the number of shares purchasedpurchased and the required tax withholding. Alternatively, the Participant may pay all or a portion of the Aggregate Exercise Price by: (i) delivering to SunCoke shares of previously owned Common Stock having an aggregate Fair Market Value (valued as of the date prior to exercise) equal to the amount of cash that would otherwise be requiredAggregate Exercise Price and required tax withholding, in which event, the stock certificates evidencing the shares to be used shall accompany the notice of exercise and shall be duly endorsed or accompanied by duly executed stock powers to transfer the same to SunCoke; provided, however, that before they may be used as payment of some or all of the Aggregate Exercise Price, shares of Common Stock issued under the Plan must have been held by the Participant at least six (6) months; or (ii) authorizing a third party to sell a sufficient portion of the shares of Common Stock acquired upon exercise of the Stock Option and remit to SunCoke a sufficient portion of the sale proceeds to pay the entire Aggregate Exercise Price and required tax withholding resulting from such exercisewithholding. (b) As soon as practicable after SunCoke receives such notice and payment, and following receipt from the Participant of payment for any taxes which SunCoke is required by law to withhold by reason of such exercise, SunCoke will deliver to the Participant either: (1) a certificate or certificates for the shares of Common Stock so purchased; or (2) other evidence of the appropriate registration of such shares on SunCoke’s books and records.

Method of Exercising Stock Option. (a) The Stock Option may be exercised from time to time in whole or in part, by written notice delivered to and received by SunCoke Sunoco prior to the Expiration Date, so long as the Participant is in compliance with SunCokethe Company’s xxxxxxx xxxxxxx policy and the pre-clearance process. This notice must: (1) be signed by the Participant; (2) state the Participant’s election to exercise the Stock Option; (3) specify the number of whole shares of Common Stock with respect to which the Stock Option is being exercised; (4) be accompanied by a check payable to SunCokeSunoco, in the amount of the Aggregate full Exercise Price for the number of shares purchased. Alternatively, the Participant may pay all or a portion of the Aggregate Exercise Price by: (i) delivering to SunCoke Sunoco shares of previously owned Common Stock having an aggregate Fair Market Value (valued as of the date prior to exercise) equal to the amount of cash that would otherwise be requiredexercise price, in which event, the stock certificates evidencing the shares so to be used shall accompany the notice of exercise and shall be duly endorsed or accompanied by duly executed stock powers to transfer the same to SunCokeSunoco; provided, however, that before they may be used as payment any use of some or all of the Aggregate Exercise Price, shares of Company Common Stock issued under in accordance with this provision must be in compliance with the Plan must have been held by the Participant at least six (6) months; orapplicable accounting rules; (ii) by authorizing a third party to sell a sufficient portion of the shares of Common Stock acquired upon exercise of the Stock Option and remit to SunCoke Sunoco a sufficient portion of the sale proceeds to pay the entire Aggregate Exercise Price and tax withholding resulting from such exercise. (b) As soon as practicable after SunCoke Sunoco receives such notice and payment, and following receipt from the Participant of payment for any taxes which SunCoke Sunoco is required by law to withhold by reason of such exercise, SunCoke Sunoco will deliver to the Participant either: (1) a certificate or certificates for the shares of Common Stock so purchased; or (2) other evidence of the appropriate registration of such shares on SunCokeSunoco’s books and records.

Method of Exercising Stock Option. (a) The Stock Option Option, once vested, may be exercised from time to time in whole or in part, by written notice delivered to and received by SunCoke prior to the Expiration Date, so long as the Participant is in compliance with SunCoke’s xxxxxxx xxxxxxx policy and the pre-clearance process. This notice must: (1i) be signed by the Participant; (2ii) state the Participant’s election to exercise the Stock Option; (3iii) specify the number of whole shares of Common Stock with respect to which the Stock Option is being exercised; (4iv) be accompanied by a check payable to SunCoke, in the amount of the Aggregate Exercise Price for the number of shares purchasedpurchased and the required tax withholding. Alternatively, the Participant may pay all or a portion of the Aggregate Exercise Price by: (iA) delivering to SunCoke shares of previously owned Common Stock having an aggregate Fair Market Value (valued as of the date prior to exercise) equal to the amount of cash that would otherwise be requiredAggregate Exercise Price and required tax withholding, in which event, the stock certificates evidencing the shares to be used shall accompany the notice of exercise and shall be duly endorsed or accompanied by duly executed stock powers to transfer the same to SunCoke; provided, however, that before they may be used as payment of some or all of the Aggregate Exercise Price, shares of Common Stock issued under the Plan must have been held by the Participant at least six (6) months; or (iiB) authorizing a third party to sell a sufficient portion of the shares of Common Stock acquired upon exercise of the Stock Option and remit to SunCoke a sufficient portion of the sale proceeds to pay the entire Aggregate Exercise Price and required tax withholding resulting from such exercisewithholding. (b) As soon as practicable after SunCoke receives such notice and payment, and following receipt from the Participant of payment for any taxes which SunCoke is required by law to withhold by reason of such exercise, SunCoke will deliver to the Participant either: (1i) a certificate or certificates for the shares of Common Stock so purchased; or (2ii) other evidence of the appropriate registration of such shares on SunCoke’s books and records.

Method of Exercising Stock Option. (a) The Stock Option Option, once vested, may be exercised from time to time in whole or in part, by written notice delivered to and received by SunCoke prior to the Expiration Date, so long as the Participant is in compliance with SunCoke’s xxxxxxx xxxxxxx policy and the pre-clearance process. This notice must: (1i) be signed by the Participant; (2ii) state the Participant’s election to exercise the Stock Option; (3iii) specify the number of whole shares of Common Stock with respect to which the Stock Option is being exercised; (4iv) be accompanied by a check payable to SunCoke, in the amount of the Aggregate Exercise Price for the number of shares purchasedpurchased and the required tax withholding. Alternatively, the Participant may pay all or a portion of the Aggregate Exercise Price by: (iA) delivering to SunCoke shares of previously owned Common Stock having an aggregate Fair Market Value (valued as of the date prior to exercise) equal to the amount of cash that would otherwise be requiredAggregate Exercise Price and required tax withholding, in which event, the stock certificates evidencing the shares to be used shall accompany the notice of exercise and shall be duly endorsed or accompanied by duly executed stock powers to transfer the same to SunCoke; provided, however, that before they may be used as payment of some or all of the Aggregate Exercise Price, shares of Common Stock issued under the Plan must have been held by the Participant at least six (6) months; or (iiB) authorizing a third party to sell a sufficient portion of the shares of Common Stock acquired upon exercise of the Stock Option and remit to SunCoke a sufficient portion of the sale proceeds to pay the entire Aggregate Exercise Price and required tax withholding resulting from such exercisewithholding. (b) As soon as practicable after SunCoke receives such notice and payment, and following receipt from the Participant of payment for any taxes which SunCoke is required by law to withhold by reason of such exercise, SunCoke will deliver to the Participant either: (1i) a certificate or certificates for the shares of Common Stock so purchased; or (2ii) other evidence of the appropriate registration of such shares on SunCoke’s books and records.

Method of Exercising Stock Option. (a) The Stock Option may be exercised from time to time in whole or in part, by written notice delivered to and received by SunCoke Sunoco prior to the Expiration Date, so long as the Participant is in compliance with SunCokethe Company’s xxxxxxx xxxxxxx policy and the pre-clearance process. This notice must: (1) be signed by the Participant; (2) state the Participant’s election to exercise the Stock Option; (3) specify the number of whole shares of Common Stock with respect to which the Stock Option is being exercised; (4) be accompanied by a check payable to SunCokeSunoco, in the amount of the Aggregate Exercise full Option Price for the number of shares purchased. Alternatively, the Participant may pay all or a portion of the Aggregate Exercise Option Price by: (i) delivering to SunCoke Sunoco shares of previously owned Common Stock having an aggregate Fair Market Value (valued as of the date prior to of exercise) equal to the amount of cash that would otherwise be required, in which event, the stock certificates evidencing the shares so to be used shall accompany the notice of exercise and shall be duly endorsed or accompanied by duly executed stock powers to transfer the same to SunCokeSunoco; provided, however, that before they may be used as payment of some or all of the Aggregate Exercise Option Price, shares of Common Stock issued under under: (a) the Plan Plan, and/or (b) the Sunoco, Inc. Long-Term Performance Enhancement Plan, must have been held by the Participant at least six (6) months; or. (ii) by authorizing a third party to sell a sufficient portion of the shares of Common Stock acquired upon exercise of the Stock Option and remit to SunCoke Sunoco a sufficient portion of the sale proceeds to pay the entire Aggregate Exercise Option Price and tax withholding resulting from such exercise. (b) As soon as practicable after SunCoke Sunoco receives such notice and payment, and following receipt from the Participant of payment for any taxes which SunCoke Sunoco is required by law to withhold by reason of such exercise, SunCoke Sunoco will deliver to the Participant either: (1) a certificate or certificates for the shares of Common Stock so purchased; or (2) other evidence of the appropriate registration of such shares on SunCokeSunoco’s books and records.

Method of Exercising Stock Option. (a) The Stock Option Option, once vested, may be exercised from time to time in whole or in part, by written notice delivered to and received by SunCoke prior to the Expiration Date, so long as the Participant is in compliance with SunCoke’s xxxxxxx xxxxxxx policy and the pre-clearance process. This notice must: (1) be signed by the Participant; (2) state the Participant’s election to exercise the Stock Option; (31) specify the number of whole shares of Common Stock with respect to which the Stock Option is being exercised; (41) be accompanied by a check payable to SunCoke, in the amount of the Aggregate Exercise Price for the number of shares purchasedpurchased and the required tax withholding. Alternatively, the Participant may pay all or a portion of the Aggregate Exercise Price by: (i) delivering to SunCoke shares of previously owned Common Stock having an aggregate Fair Market Value (valued as of the date prior to exercise) equal to the amount of cash that would otherwise be requiredAggregate Exercise Price and required tax withholding, in which event, the stock certificates evidencing the shares to be used shall accompany the notice of exercise and shall be duly endorsed or accompanied by duly executed stock powers to transfer the same to SunCoke; provided, however, that before they may be used as payment of some or all of the Aggregate Exercise Price, shares of Common Stock issued under the Plan must have been held by the Participant at least six (6) months; or (ii) authorizing a third party to sell a sufficient portion of the shares of Common Stock acquired upon exercise of the Stock Option and remit to SunCoke a sufficient portion of the sale proceeds to pay the entire Aggregate Exercise Price and required tax withholding resulting from such exercisewithholding. (b) As soon as practicable after SunCoke receives such notice and payment, and following receipt from the Participant of payment for any taxes which SunCoke is required by law to withhold by reason of such exercise, SunCoke will deliver to the Participant either: (1) a certificate or certificates for the shares of Common Stock so purchased; or (21) other evidence of the appropriate registration of such shares on SunCoke’s books and records.