New D&B Employees Sample Clauses
New D&B Employees. As of the Effective Time, Corporation Restricted Stock and Dividended Restricted Stock credited to New D&B Employees shall be forfeited and such individuals shall receive replacement New D&B Common Shares of restricted stock ("New D&B Restricted Stock") equal to (i) the number of shares of forfeited Dividended Restricted Stock plus (ii) the product of the number of shares of forfeited Corporation Restricted Stock multiplied by the New D&B Ratio and the reciprocal of the RHD Ratio, such replacement shares of New D&B Restricted Stock to have the same terms as the Corporation Restricted Stock from which they arose.
New D&B Employees. As of the Effective Time, Corporation Performance Share opportunities granted to New D&B Employees shall be canceled and such individuals shall receive a replacement performance share opportunity, pursuant to the New D&B Replacement Plan, consisting of (i) a number of shares of New D&B Common Stock equal to fifty percent of the target number of Corporation Performance Shares plus (ii) a cash payment opportunity equal to the fair market value (as of the date the award is approved) of a number of shares of Moody's Common Stock equal to the target number of Corporation Performance Shares.
New D&B Employees. As of the Effective Time, (i) each unexercised Corporation Stock Option held by New D&B Employees shall be cancelled and (ii) such individuals shall receive replacement stock options awarded under the New D&B Replacement Plans, which shall be adopted by New D&B prior to the Effective Time. The number of New D&B Common Shares covered by each replacement stock option shall be determined by (i) multiplying the number of shares of Corporation Common Stock covered by the cancelled Corporation Stock Option by a fraction, the numerator of which equals the average of high and low trading prices of a share of Corporation Common Stock for the five trading days immediately preceding the ex-dividend date, and the denominator of which equals the average of high and low trading prices of a New D&B Common Share for the five trading days starting on the regular way trading date ("New D&B Ratio") and (ii) rounding down the result to a whole number of shares. The exercise price of each replacement stock option shall be determined by multiplying the exercise price of the cancelled Corporation Stock Option by the reciprocal of the New D&B ratio. Except as otherwise provided in the New D&B Replacement Plans, all other terms of the replacement stock options shall remain substantially identical to the terms of the cancelled Corporation Stock Options.
New D&B Employees covered by the cancelled Corporation Stock Option by a fraction, the numerator of which equals the average of high and low trading prices of a share of Corporation Common Stock for the five trading days immediately preceding the ex-dividend date, and the denominator of which equals the average of high and loaw trading prices of a New D&B Common Share for the five trading days starting on the regular way trading date ("New D&B Ratio") and (ii) rounding down the result to a whole number of shares. The exercise price of each replacement stock option shall be determined by multiplying the exercise price of the cancelled Corporation Stock Option by the reciprocal of the New D&B ratio. Except as otherwise provided in the New D&B Replacement Plans, all other terms of the replacement stock options shall remain substantially identical to the terms of the cancelled Corporation Stock Options.