Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Societal CDMO, Inc.), Agreement and Plan of Merger (Oyster Point Pharma, Inc.), Agreement and Plan of Merger (Supernus Pharmaceuticals, Inc.)
Section 16 Matters. The Company, and the Company BoardCompany’s Board of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares shares of Company Common Stock, Company Options and Company Stock Awards Warrants in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 6 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Miramar Labs, Inc.), Agreement and Plan of Merger (Sientra, Inc.)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Turning Point Therapeutics, Inc.), Agreement and Plan of Merger (Translate Bio, Inc.), Agreement and Plan of Merger (Sucampo Pharmaceuticals, Inc.)
Section 16 Matters. The CompanyPrior to the Effective Time, and the Company Board, shall, to the extent necessary, Board shall take all necessary and appropriate action, prior to or as of the Offer Acceptance Time, action to approve, for purposes of Section 16(b) of the Exchange ActAct and the related rules and regulations thereunder, the disposition by the Company directors and cancellation or deemed disposition officers of Shares, Company Equity Awards and cancellation of the Shares and Company Stock Awards any other equity securities in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange ActContemplated Transactions.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Vapotherm Inc), Agreement and Plan of Merger (Vapotherm Inc), Agreement and Plan of Merger (Army Joseph)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards Options in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Checkmate Pharmaceuticals, Inc.), Agreement and Plan of Merger (Allergan PLC), Agreement and Plan of Merger (Tobira Therapeutics, Inc.)
Section 16 Matters. The Company, and the Company Board, shall, Prior to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, the Company Board shall take all necessary and appropriate action to approve, for purposes of Section 16(b) of the Exchange ActAct and the related rules and regulations thereunder, the disposition by Company directors and cancellation or deemed disposition and cancellation officers of the Shares and Company Stock Equity Awards in the Transactions transactions contemplated by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Actthis Agreement.
Appears in 3 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (TESARO, Inc.), Agreement and Plan of Merger (TESARO, Inc.)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Options, Company RSUs and Company Stock Awards PSUs in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Bsquare Corp /Wa), Agreement and Plan of Merger (Computer Task Group Inc), Agreement and Plan of Merger (Alder Biopharmaceuticals Inc)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Antares Pharma, Inc.), Agreement and Plan of Merger (Halozyme Therapeutics, Inc.), Agreement and Plan of Merger (Antares Pharma, Inc.)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and shares of Company Common Stock, Company Stock Awards and Company Warrants in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (J2 Global, Inc.), Agreement and Plan of Merger (Everyday Health, Inc.)
Section 16 Matters. The Company, and the Company BoardCompany’s Board of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Zeltiq Aesthetics Inc), Agreement and Plan of Merger (Zeltiq Aesthetics Inc)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Options and Company Stock Awards Warrants in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cti Biopharma Corp), Agreement and Plan of Merger (Cti Biopharma Corp)
Section 16 Matters. The CompanyPrior to the Effective Time, and the Company Board, shall, to the extent necessary, Board shall take all necessary and appropriate action, prior to or as of the Offer Acceptance Time, action to approve, for purposes of Section 16(b) of the Exchange ActAct and the related rules and regulations thereunder, the disposition by Company directors and cancellation or deemed disposition and cancellation officers of the Shares Shares, Company Stock Options and Company Stock Equity Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange ActContemplated Transactions.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Paratek Pharmaceuticals, Inc.), Agreement and Plan of Merger (Radius Health, Inc.)
Section 16 Matters. The Company, and the Company Board, Board shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards (including derivative securities with respect to Shares) in the Transactions Offer and the Merger by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Actindividuals.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Onvia Inc), Agreement and Plan of Merger (Rightside Group, Ltd.)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Options and Company Stock Awards RSUs in the Transactions Merger by applicable Section 16 individuals and in order to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mirati Therapeutics, Inc.), Agreement and Plan of Merger (Mirati Therapeutics, Inc.)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Shares, Company Stock Awards and Company Convertible Notes in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Enel Green Power North America, Inc.), Agreement and Plan of Merger (Enernoc Inc)
Section 16 Matters. The Company, and the Company BoardCompany’s Board of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards Options in the Transactions contemplated hereby by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (XRS Corp), Agreement and Plan of Merger (Greenway Medical Technologies Inc)
Section 16 Matters. The Company, Company and the Company Board, Board shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Equity Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Landos Biopharma, Inc.), Agreement and Plan of Merger (Catalent, Inc.)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Options and Company Stock Awards RSUs in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Akcea Therapeutics, Inc.), Agreement and Plan of Merger (Array Biopharma Inc)
Section 16 Matters. The Company, Company and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Options, Company RSUs and Company Stock Awards Restricted Shares in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Celgene Corp /De/), Agreement and Plan of Merger (Juno Therapeutics, Inc.)
Section 16 Matters. The Company, and the Company Board, Board shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Equity Awards in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Montage Resources Corp), Agreement and Plan of Merger (Southwestern Energy Co)
Section 16 Matters. The Company, and the Company Board, shall, Prior to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, the Company Board shall take all necessary and appropriate action to approve, for purposes of Section 16(b) of the Exchange ActAct and the related rules and regulations thereunder, the disposition by Company directors and cancellation or deemed disposition and cancellation officers of the any Shares and Company Stock Equity Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange ActTransactions.
Appears in 2 contracts
Samples: Purchase Agreement (Stryker Corp), Purchase Agreement (Wright Medical Group N.V.)
Section 16 Matters. The Company, and the Company BoardCompany’s Board of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares shares of Company Common Stock and Company Stock Awards Options in the Transactions contemplated hereby by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hastings Entertainment Inc), Agreement and Plan of Merger (Lyris, Inc.)
Section 16 Matters. The Company, and the Company Board, shallBoard will, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards (including derivative securities with respect to Shares) in the Transactions Offer and the Merger by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Actindividuals.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Anadigics Inc), Agreement and Plan of Merger (Anadigics Inc)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares shares of Company Common Stock, Company Options, Company SARS, Company RSUs and Company Stock Awards Warrants in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ikanos Communications, Inc.), Agreement and Plan of Merger (Ikanos Communications, Inc.)
Section 16 Matters. The CompanyPrior to the Effective Time, and the Company Board, shall, to the extent necessary, Board will take all necessary and appropriate action, prior to or as of the Offer Acceptance Time, action to approve, for purposes of Section 16(b) of the Exchange ActAct and the related rules and regulations thereunder, the disposition by Company directors and cancellation or deemed disposition and cancellation officers of the Shares and Company Stock Equity Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange ActContemplated Transactions.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Starrett L S Co), Agreement and Plan of Merger (Starrett L S Co)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance TimeClosing, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Channeladvisor Corp), Agreement and Plan of Merger (Cornerstone OnDemand Inc)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards Options in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Principia Biopharma Inc.), Agreement and Plan of Merger (Senomyx Inc)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company RSUs and Company Stock Awards Options in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dicerna Pharmaceuticals Inc)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Equity Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Albireo Pharma, Inc.)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.. Section 7.10 Rule 14d-10
Appears in 1 contract
Samples: Tender and Support Agreement (Biodelivery Sciences International Inc)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance TimeClosing, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Equity Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company RSUs, Company Restricted Stock, Company SARs and Company Stock Awards in Options resulting from the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company Board, Board shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition of Shares in the Offer and cancellation or the deemed disposition and cancellation of the Shares and and, as applicable, Company Stock Options, Company Stock-Based Awards and Shares purchased pursuant to the exercise of ESPP Purchase Rights in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Actindividuals.
Appears in 1 contract
Samples: Agreement and Plan of Merger (M/a-Com Technology Solutions Holdings, Inc.)
Section 16 Matters. The To the extent necessary, the Company, and the Company Board, shall, to the extent necessary, shall take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Smart & Final Stores, Inc.)
Section 16 Matters. The Company, and the Company BoardCompany’s Board of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and shares of Company Common Stock, Company Stock Awards and Company Warrants in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Auspex Pharmaceuticals, Inc.)
Section 16 Matters. The Company, and the Company Board, shall, Prior to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, the Company shall take all such steps as may be required to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions Transaction by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, Company and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Equity Awards in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Gaming Partners International CORP)
Section 16 Matters. The Company, and the Company BoardCompany’s Board of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares shares of Company Common Stock (including Restricted Securities) and Company Stock Awards Options in the Transactions contemplated hereby by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company Board, Board shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition of Company Shares in the Offer and cancellation or the deemed disposition and cancellation of the Company Shares and, as applicable, Company Options, Company RSUs and Company Stock Awards PSUs in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Actindividuals.
Appears in 1 contract
Section 16 Matters. The Company, and the Company BoardCompany’s Board of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares shares of Company Common Stock, Company Options, Company RSUs and Company Stock Awards Warrants in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Shares, Company Stock Awards and Company Warrants in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Samples: Agreement and Plan of Merger (F-Star Therapeutics, Inc.)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Options and Company Stock Awards RSUs in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Decibel Therapeutics, Inc.)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, Company and the Company Board, Board shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or and cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Options, Company PSUs and Company Stock Awards RSUs in the Transactions Merger by applicable Section 16 individuals and in order to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Intercept Pharmaceuticals, Inc.)
Section 16 Matters. The Company, and the Company BoardBoard (or committee thereof), shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Share Awards in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of Shares, Company Options, RSUs and PSUs pursuant to the Shares and Company Stock Awards in the Transactions transactions contemplated by this Agreement by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Solera Holdings, Inc)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.deemed
Appears in 1 contract
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Company Shares and Company Stock Awards Options in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company BoardCompany’s Board of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares shares of Company Common Stock, Company Stock Awards, Company Warrants and Company Stock Awards Convertible Notes in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company BoardCompany’s Board of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares (including Restricted Shares), Company Options and Company Stock Awards RSUs in the Transactions contemplated hereby by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Options, Company RSUs and Company Stock Awards PSUs in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dova Pharmaceuticals Inc.)
