Common use of Parent Capital Stock Clause in Contracts

Parent Capital Stock. As of the date hereof, the authorized capital stock of Parent consists solely of 50,000,000 shares of Parent Common Stock, of which 20,207, 184 shares are issued and outstanding (excluding 676,330 shares of unvested restricted stock and restricted performance stock) and up to 3,950,000 shares of Parent Common Stock will be issued to former stockholders of Foothill Independent Bancorp, and 5,000,000 shares of preferred stock, no par value per share, none of which are issued and outstanding. As of the date hereof, 230,123 shares of Parent Common Stock are issuable upon the exercise of outstanding options to acquire such shares and there are 676,330 outstanding shares of unvested restricted stock and restricted performance stock. The outstanding shares of Parent Common Stock have been duly authorized and are validly issued, fully paid and nonassessable, and are not subject to preemptive rights (and were not issued in violation of any preemptive rights).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Community Bancorp Inc), Agreement and Plan of Merger (First Community Bancorp /Ca/)

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Parent Capital Stock. As of the date hereof, the authorized capital stock of Parent consists solely of 50,000,000 15,000,000 shares of Parent Common Stock, of which 20,207, 184 5,442,360 shares are issued and outstanding (excluding 676,330 20,816 shares of unvested restricted stock and restricted performance stock) and up to 3,950,000 shares of Parent Common Stock will be issued to former stockholders of Foothill Independent Bancorp, and 5,000,000 shares of preferred stock, no par value per share, none of which are issued and outstanding. As of the date hereof, 230,123 248,063 shares of Parent Common Stock are issuable upon the exercise of outstanding options to acquire such shares, 155,804 shares of Parent Common Stock are issuable upon the exercise of outstanding warrants to acquire such shares and there are 676,330 20,816 outstanding shares of unvested restricted stock and restricted performance stock. The outstanding shares of Parent Common Stock have been duly authorized and are validly issued, fully paid and nonassessable, and are not subject to preemptive rights (and were not issued in violation of any preemptive rights).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Bank of Marin Bancorp), Agreement and Plan of Merger (Bank of Marin Bancorp)

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