Shares of Class. E Preferred Stock shall be registered in the form of Depositary Shares representing a one-tenth fractional interest in a share of Class E Preferred Stock ("Depositary Shares") on such terms and conditions as may be provided for in any agreement binding upon the Corporation (whether directly or through merger with any other corporation).
Shares of Class. A Stock of Employer distributed pursuant to the exercise of the Option shall be transferable by Employee, subject to Employee being required to hold shares of such Stock, with a Fair Market Value equal to not less than three times Employee's Annual Base Salary, while employed by Employer as its Chief Executive Officer, subject to any applicable legal requirements, and subject to any lockup restrictions specified by Employer's banker.
Shares of Class. A Common Stock that are converted into shares of Class B Common Stock may not be reissued by the Corporation.
Shares of Class. A Common Stock and Class B Common Stock shall be treated equally, identically and ratably, on a per share basis, with respect to any dividends or distributions as may be declared and paid from time to time by the Board of Directors out of any assets of the Corporation legally available therefor; provided, however, that in the event a dividend is paid in the form of shares of Class A Common Stock or Class B Common Stock (or rights to acquire such shares), then holders of Class A Common Stock shall receive shares of Class A Common Stock (or rights to acquire such shares, as the case may be) and holders of Class B Common Stock shall receive shares of Class B Common Stock (or rights to acquire such shares, as the case may be), with holders of shares of Class A Common Stock and Class B Common Stock receiving, on a per share basis, an identical number of shares of Class A Common Stock or Class B Common Stock, as applicable. Notwithstanding the foregoing, the Board of Directors may pay or make a disparate dividend or distribution per share of Class A Common Stock or Class B Common Stock (whether in the amount of such dividend or distribution payable per share, the form in which such dividend or distribution is payable, the timing of the payment, or otherwise) if such disparate dividend or distribution is approved in advance by the affirmative vote of the holders of a majority of the outstanding shares of Class A Common Stock and Class B Common Stock, each voting separately as a class.
Shares of Class. A Preferred Stock may be registered in the form of Depositary Shares representing a one-tenth fractional interest in a share of Class A Preferred Stock on such terms and conditions as may be provided for in any agreement binding upon the Corporation (whether directly or through merger with any other corporation).
Shares of Class. A Common Stock issued or issuable on conversion of the Series A Preferred, and any shares of Common Stock issued on account of such Class A Common Stock; and
Shares of Class. A Common Stock issued to Wycon Corporation, United American Financial Services Corporation and Americlaim Adjustment Corp. pursuant to the Stock and Asset Purchase and Sale Agreement (the "PNIC Agreement") dated as of March 6, 1998 among the Company, PNIC Holdings, Inc., Preferred National Financial Corp., Wycon Corporation, United American Financial Services Corporation, Americlaim Adjustment Corp. and, for certain limited purposes specified therein, Xxxxxxx Xxxxxxxx; and
Shares of Class. A Stock shall not be transferred without the prior written consent of the Corporation, which the Corporation may withhold at its sole discretion.
Shares of Class. A Common Stock may, at the option of the holder thereof, be irrevocably converted into shares of Common Stock at any time following the commencement of a bona fide tender or exchange offer or the making of a bona fide Business Combination Proposal (within the meaning of the definition thereof set forth in the Standstill and Governance Agreement), in either case by Banque Nationale de Paris following the occurrence of an Acquisition Restrictions Termination Event (within the meaning of the definition thereof set forth in the Standstill and Governance Agreement) by delivery and surrender to the corporation of the certificates representing the shares of Class A Common Stock. Conversion pursuant to this clause (viii) of this subparagraph (9) shall be deemed to have been effected at the time of such surrender. Upon surrender, the corporation shall deliver or cause to be delivered, to or upon the written order of the record holder of the surrendered certificates, a certificate or certificates representing the number of fully paid and nonassessable shares of Common Stock into which the shares of Class A Common Stock represented by such certificates have been converted in accordance with the provisions of this subparagraph (9).
Shares of Class. A Common Stock or Class B Common Stock issued upon exercise of options, warrants or convertible securities outstanding on the date hereof;
