Options; Restricted Stock Sample Clauses
The 'Options; Restricted Stock' clause defines the terms under which an individual may be granted stock options or restricted stock as part of their compensation or incentive package. Typically, this clause outlines eligibility, vesting schedules, and any conditions or restrictions on the transfer or exercise of such equity awards. For example, it may specify that options vest over a four-year period or that restricted stock cannot be sold until certain milestones are met. The core function of this clause is to clarify the rights and obligations related to equity compensation, ensuring both parties understand how and when ownership or benefits from company stock may be realized.
Options; Restricted Stock. All of Executive’s then outstanding options to purchase shares of the Company’s Common Stock (the “Options”) shall immediately vest and become exercisable (that is, in addition to the shares subject to the Options which have vested and become exercisable as of the date of such termination), but in no event shall the number of shares subject to such Options which so vest exceed the total number of shares subject to such Options. Additionally, all of the shares of the Company’s Common Stock then held by Executive subject to a Company right of repurchase (the “Restricted Stock”) shall immediately vest and have such Company right of repurchase with respect to such shares of Restricted Stock lapse (that is, in addition to the shares of Restricted Stock which have vested as of the date of such termination), but in no event shall the number of shares which so vest exceed the number of shares of Restricted Stock outstanding immediately prior to such termination.
Options; Restricted Stock. All of the Employee’s then outstanding options to purchase shares of the Company’s Common Stock (the “Options”) shall immediately vest and became exercisable. Additionally, all of the shares of the Company’s Common Stock then held by the Employee subject to a Company repurchase right (the “Restricted Stock”) shall immediately vest and the Company’s right of repurchase with respect to such shares of Restricted Stock shall lapse. The Options shall remain exercisable following the termination for the period prescribed in the respective option agreements.
Options; Restricted Stock. Notwithstanding the terms of any award agreement heretofore or hereafter granted to the Executive under any Award Plan, including, without limitation, the 2007 Plan and the 2010 Plan, or any other agreement granting the Executive Options or Restricted Stock (in each case, an “Award Agreement”), upon a Termination Without Cause or Termination for Good Reason, all Options and Restricted Stock granted to the Executive which do not constitute deferred compensation for Code Section 409A purposes granted to the Executive shall become fully vested on the Termination Date and immediately prior to the time of termination. The Executive shall have the right to exercise any such Options in a manner provided for in the applicable Award Agreement. For purposes of an Award Agreement, a Termination for Good Reason shall constitute an involuntary termination of the Executive’s employment by the Company, and not a voluntary termination by the Executive. In the event of any conflict between the terms of this Section 8(b) and the terms of any Award Agreement granted to the Executive, the terms of this Section 8(b) shall control and govern.
Options; Restricted Stock. Notwithstanding the terms of any award agreement heretofore or hereafter granted to the Executive under any Award Plan, including, without limitation, the 2010 Plan and the 2012 Plan, or any other agreement granting the Executive Options or Restricted Stock (in each case, an “Award Agreement”), upon a Termination Without Cause or Termination for Good Reason, (i) all Options and Restricted Stock granted to the Executive which do not constitute deferred compensation for Code Section 409A purposes granted to the Executive shall become fully vested on the Termination Date and immediately prior to the time of termination, and (ii) the Executive shall continue to have the right to exercise any such Options until the earlier to occur of (A) the three (3) year anniversary of the Termination Date or (B) the final expiration date for such Options as provided for in the applicable Award Agreement. In the event of any conflict between the terms of this Section 8(b) and the terms of any Award Agreement heretofore or hereafter granted to the Executive, the terms of this Section 8(b) shall control and govern.
Options; Restricted Stock. (a) At the Effective Time, each option granted by Progress to purchase shares of Progress Common Stock that is outstanding and unexercised immediately prior thereto shall cease to represent a right to acquire shares of Progress Common Stock and shall be converted automatically into an option to purchase shares of FleetBoston Common Stock in an amount and at an exercise price determined as provided below (and otherwise subject to the terms of, as the case may be, the Progress 2000 Incentive Stock Option Plan, as amended, the Progress 1993 Stock Incentive Plan, as amended, and the Progress 1993 Directors' Stock Incentive Plan, as amended) (collectively, the "Progress Stock Plans"), and the agreements evidencing grants thereunder):
(i) the number of shares of FleetBoston Common Stock to be subject to each new option shall be equal to the product of the number of shares of Progress Common Stock subject to the original option and the Exchange Ratio, provided that any fractional shares of FleetBoston Common Stock resulting from such multiplication shall be rounded down to the nearest whole share;
(ii) the exercise price per share of FleetBoston Common Stock under the new option shall be equal to the exercise price per share of Progress Common Stock under the original option divided by the Exchange Ratio, provided that such exercise price shall be rounded up to the nearest whole cent; and
(iii) the duration and other terms of each new option shall be the same as the original option except that all references to Progress shall be deemed to be references to FleetBoston.
(b) The adjustment provided herein with respect to any options that are "incentive stock options" (as defined in Section 422 of the Code) shall be and is intended to be effected in a manner that is consistent with Section 424(a) of the Code. The duration and other terms of the new option shall be the same as the original option except that all references to Progress shall be deemed to be references to FleetBoston.
(c) FleetBoston shall take all corporate action necessary to reserve for issuance of a sufficient number of shares of FleetBoston Common Stock for delivery upon exercise of options to purchase Progress Common Stock, as adjusted in accordance with this Section 1.5. Within five business days after the Effective Time, FleetBoston shall file a registration statement on Form S-8 (or any successor or other appropriate forms), with respect to the shares of FleetBoston Common Stock subject to such...
Options; Restricted Stock. In the event that the Employee is entitled to severance benefits pursuant to subsection 3(a)(i), then upon such termination, in addition to any portion of the Employee's stock options that were exercisable immediately prior to such termination, or restricted stock that was not subject to the right of repurchase held by the Company, such unvested options shall vest immediately upon termination, and such restricted stock shall immediately be released from the Company's right of repurchase.
Options; Restricted Stock. In the event that the Employee is entitled to severance benefits pursuant to subsection 3(a)(i) or subsection 3(a)(ii), then upon such termination, in addition to any portion of the Employee's stock options that were exercisable immediately prior to such termination, or restricted stock that was not subject to the right of repurchase held by the Company, such options shall continue to vest as to an additional amount, and such restricted stock shall continue to vest from the Company's right of repurchase as to an additional amount, as though the Employee had remained continuously employed for a period of twelve (12) months following such termination in the case of subsection 3(a)(i) above, or six (6) months following such termination in the case of subsection 3(a)(ii) above, for the period prescribed in such option plans or restricted stock purchase agreements.
Options; Restricted Stock. 5.1 As a matter of separate inducement and agreement in connection with his employment hereunder and not in lieu of any salary or other compensation, Charter shall grant to the Executive options (the “Executive Options”) to purchase Seven Hundred Fifty Thousand (750,000) Shares of the Class A Common Stock of Charter at an exercise price equal to the fair market value of such shares on the date of grant. Such options shall vest in accordance with and shall otherwise have the terms and conditions set forth in the form of option agreement previously delivered to the Executive.
5.2 As a matter of separate inducement and agreement in connection with his employment hereunder and not in lieu of any salary or other compensation, Charter shall issue to the Executive Fifty Thousand (50,000) Shares of Class A Common Stock of Charter (the “Shares”). The restrictions on the Shares shall lapse and the grant shall otherwise have the terms and conditions set forth in the form of Restricted Stock Agreement previously delivered to the Executive.
Options; Restricted Stock. There shall be allocated sufficient shares of New Common Stock to provide the Long Term Incentive Plan (as defined below).
Options; Restricted Stock. Your options to purchase the Company’s Common stock and your restricted shares of Common Stock will be deemed fully vested at the Closing and will be treated as contemplated in the Merger Agreement.
