STOCK AWARDS AND STOCK OPTIONS Sample Clauses

STOCK AWARDS AND STOCK OPTIONS. The Executive shall receive 85,880 shares of the Company's common stock and­­­ N/A stock options for services to be rendered during the Term. The exercise price of the stock options is at $N/A per share, as determined by the Compensation Committee of the Board, equal to the average closing price of the Company's common stock on the five trading days immediately prior to and including April 8, 2010, as reported on Yahoo Finance, on the New York Stock Exchange, or any such securities exchange on which the Company’s common stock is listed or quoted for trading, on April 8, 2010, the date of grant (both the "Stock Awards" and the “Stock Options”). The Stock Awards and Stock Options shall vest in five equal installments on each April 7 of the first, second, third, fourth and fifth anniversary of the grant, subject to the Executive’s continued employment with the Company on each vesting date, and further to subject to accelerated vesting under the applicable incentive plan, the applicable grant agreement and the terms of this Agreement. The Stock Awards and Stock Options shall be granted under the Company’s 2006 Equity Incentive Plan and pursuant to the terms of the Company’s standard form of stock award and stock option agreement approved by the Board of Directors. The Compensation Committee shall determine, on an annual basis, the number of Stock Awards and Stock Options to be granted to the Executive for each renewal period.
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STOCK AWARDS AND STOCK OPTIONS. (i) The Corporation hereby issues to the Employee 500,000 shares of the common stock, par value $0.01 (the "COMMON SHARES"), of the Corporation (the "STOCK GRANT") and shall deliver to the Employee a certificate evidencing the Stock Grant within five (5) days of the date hereof. (ii) In connection with any federal, state or local income and employment taxes the Corporation is required to withhold with respect to the income realized by the Employee as a result of the Stock Grant (the aggregate amount of such federal, state or local income and employment tax withholding being referred to herein as the "WITHHOLDING TAX"), the Employee shall have the right at his option exercised by notice to the Corporation to (i) require the Corporation to satisfy the Employee's obligation to pay such Withholding Tax by deducting from the Stock Grant otherwise payable to Employee such number of whole Common Shares having a fair market value (valued at the value taken into account in computing the gross income realized by the Employee with respect to the receipt of the Common Shares) equal to the Withholding Tax or (ii) borrow from the Corporation an amount equal to the Withholding Tax and to evidence Employee's obligation to re-pay the amount so borrowed by executing a promissory note in favor of the Corporation in form and substance reasonably acceptable to the Corporation. The interest rate for such promissory note shall be the minimum applicable federal rate, and all principal and accrued interest thereon shall be due and payable (2) years from the date such amounts are borrowed. The Employee's obligations under such promissory note shall be secured by a pledge to the Corporation of all of the Common Shares issued to the Employee pursuant to this Section 3.5. (iii) To the extent that the aggregate federal, state and local income taxes payable by the Employee with respect to receipt of the Stock Grant (computed for this purpose by assuming that the Employee is subject to each such tax on the entire amount of the gross income realized at the maximum marginal rate of such tax) exceeds the portion of the
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STOCK AWARDS AND STOCK OPTIONS. (a) The Corporation hereby grants to the Employee pursuant to the Penn Akron Corporation Stock Option Plan (the "STOCK OPTION PLAN") (such Stock Option Plan subject to the approval of the shareholders of the Corporation) and the stock option agreement attached hereto as Exhibit 3.5(a) (the "STOCK OPTION AGREEMENT"), an option to purchase 66,000 common shares of the Corporation, par value $.01 per share (the "COMMON SHARES") at an exercise price of US$0.68 per Common Share, which shall vest and be exercisable from and after the date hereof. (b) The Corporation hereby grants to the Employee pursuant to the Stock Option Plan and the Stock Option Agreement, an option to purchase 297,000 Common Shares at an exercise price of US$1.36 per Common Share, which shall vest and be exercisable as to 8.34% of such Common Shares from and after each quarterly anniversary of the date hereof. (c) The Corporation hereby grants to the Employee pursuant to the Stock Option Plan and the Stock Option Agreement, an option to purchase 297,000 Common Shares at an exercise price of US$1.87 per Common Share, which shall vest and be exercisable as to 12.5% of such Common Shares from and after each quarterly anniversary of the third anniversary of the date hereof. (d) In the event of a termination or expiration of the Employee's employment hereunder or under a consulting agreement (i) except as set forth in Section 9.2 and 9.5 below, any stock options granted to the Employee pursuant to this Section 3.5 that are not then vested shall be forfeited and there shall be no further vesting after the effective date of the termination and (ii) any stock options that are vested shall be exercisable only as provided in the Stock Option Plan and the relevant stock option agreement. (e) Upon a Change of Control (as such term is defined in the Stock Option Plan) the Employee's stock options shall immediately accelerate and vest such that the Employee shall have vested in a total of 100% of the stock options granted hereunder and such vested stock options shall remain exercisable for one year from the date of the Change of Control, after which time such vested stock options shall expire and be of no further force or effect.
Sample 1
STOCK AWARDS AND STOCK OPTIONS. (a) Pursuant to the American Oriental Bioengineering, Inc. 2006 Equity Incentive Plan (“Plan”), Company, in exercise of its sole discretion, hereby grants to the Grantee named above, who is a Participant of the Plan, (1) a number of Shares at the purchase price as indicated above (“Stock Awards”), and (2) stock options to purchase a number of Shares at the exercise price as indicated above, which exercise price represents the 100% percent of the Fair Market Value per Share on the Date of Grant (“Stock Options”), subject to the terms and conditions set forth in this Grant Agreement (“Agreement”). Common Stock & Non-Qualified Common Stock Option – Executive (b) Capitalized terms hereinafter used but not defined shall have the meanings defined in the Plan. All references to Share prices and numbers herein shall be equitably adjusted pursuant to the applicable provisions of Section 3 of the Plan.
Sample 1
STOCK AWARDS AND STOCK OPTIONS. The Employee currently possesses awards of stock and stock options (“Awards”) under the Aon Stock Incentive Plan (the “Plan. The Plan provides that the Awards which are granted cease vesting on the termination of Employee’s employment with the Company. However, in recognition of Employee’s value to the Company and pursuant to the modifications to the Awards approved by the Organization and Compensation Committee of the Company’s board of directors (the “Board”) on November 18, 2004, and notwithstanding any provision of the Plan to the contrary or otherwise, said Awards, and additional awards of stock and stock options that are granted hereafter pursuant to the Plan (also “Awards”), shall continue to vest in accordance with the Plan vesting provisions so long as the Employee continues to make himself available as a consultant to the Company at the Company’s reasonable request upon terms to be mutually agreed upon, and so long as Employee abides by the restrictive covenants set forth in Section 4 herein the term of which shall be deemed extended for the period of the vesting of the Awards, (i) in the event of the termination by the Company of Employee’s employment without cause or the termination of the Employee’s employment following the expiration of this Agreement without renewal or extension, or (ii) in the event of the retirement of Employee from the Company. Furthermore, in the event of Employee’s death or total disability at any time, such Awards shall continue to vest pursuant to the vesting provisions of the Plan.
Sample 1
STOCK AWARDS AND STOCK OPTIONS. The number of outstanding unvested stock options and restricted stock previously granted to the Executive that would have vested over the twelve (12) month period after the Termination Date shall become immediately vested on the first business day after the Effective Date [IF AGE 40 OR OVER ON THE TERMINATION DATE; SO LONG AS THE EXECUTIVE HAS NOT REVOKED THIS AGREEMENT AS PROVIDED IN SECTION 15(C) BELOW].
Sample 1
STOCK AWARDS AND STOCK OPTIONS. (a) The Corporation hereby grants to the Employee pursuant to the Penn Akron Corporation Stock Option Plan (the "STOCK OPTION PLAN") (such Stock Option Plan subject to the approval of the shareholders of the Corporation) and the stock option agreement attached hereto as Exhibit 3.5(a) (the "STOCK OPTION AGREEMENT"), an option to purchase 24,000 common shares of the Corporation, par value $.01 per share (the "COMMON SHARES") at an exercise price of US$0.68 per Common Share, which shall vest and be exercisable from and after the date hereof. (b) The Corporation hereby grants to the Employee pursuant to the Stock Option Plan and the Stock Option Agreement, an option to purchase 108,000 Common Shares at an exercise price of US$1.36 per Common Share, which shall vest and be exercisable as to 8.34% of such Common Shares from and after each quarterly anniversary of the date hereof. (c) The Corporation hereby grants to the Employee pursuant to the Stock Option Plan and the Stock Option Agreement, an option to purchase 108,000 Common Shares at an exercise price of US$1.87 per Common Share, which shall vest and be exercisable as to 12.5% of such Common Shares from and after each quarterly anniversary of the third anniversary of the date hereof.
Sample 1
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Related to STOCK AWARDS AND STOCK OPTIONS

  • Stock Options With respect to the stock options (the “Stock Options”) granted pursuant to the stock-based compensation plans of the Company and its subsidiaries (the “Company Stock Plans”), (i) each Stock Option intended to qualify as an “incentive stock option” under Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”) so qualifies, (ii) each grant of a Stock Option was duly authorized no later than the date on which the grant of such Stock Option was by its terms to be effective (the “Grant Date”) by all necessary corporate action, including, as applicable, approval by the board of directors of the Company (or a duly constituted and authorized committee thereof) and any required stockholder approval by the necessary number of votes or written consents, and the award agreement governing such grant (if any) was duly executed and delivered by each party thereto, (iii) each such grant was made in accordance with the terms of the Company Stock Plans, the Exchange Act and all other applicable laws and regulatory rules or requirements and (iv) each such grant was properly accounted for in accordance with GAAP in the financial statements (including the related notes) of the Company and disclosed in the Company’s filings with the Commission in accordance with the Exchange Act and all other applicable laws. The Company has not knowingly granted, and there is no and has been no policy or practice of the Company of granting, Stock Options prior to, or otherwise coordinating the grant of Stock Options with, the release or other public announcement of material information regarding the Company or its subsidiaries or their results of operations or prospects.

  • Restricted Stock Awards Each Encompass Restricted Stock Award that is outstanding as of immediately prior to the Effective Time shall be treated as follows: (i) If the holder is an Encompass Group Employee, such award shall be converted, as of the Effective Time, into a Post-Separation Encompass Restricted Stock Award, and shall, except as otherwise provided in this Section 4.02, be subject to the same terms and conditions (including with respect to vesting) after the Effective Time as were applicable to such Encompass Restricted Stock Award immediately prior to the Effective Time; provided, however, that from and after the Effective Time, the number of Encompass Shares subject to such Post-Separation Encompass Restricted Stock Award shall be equal to the sum of all the Encompass Shares subject to all tranches of the Award where the number of Encompass Shares subject to each tranche is equal to the product, rounded up to the nearest whole number of shares for each such tranche, obtained by multiplying (A) the number of Encompass Shares subject to such tranche of the corresponding Encompass Restricted Stock Award immediately prior to the Effective Time, by (B) the Encompass Ratio. (ii) If the holder is an Enhabit Group Employee, such award shall be converted, as of the Effective Time, into an Enhabit Restricted Stock Award, and shall, except as otherwise provided in this Section 4.02, be subject to the same terms and conditions (including with respect to vesting) after the Effective Time as were applicable to such Encompass Restricted Stock Award immediately prior to the Effective Time; provided, however, that from and after the Effective Time, the number of Enhabit Shares subject to such Enhabit Restricted Stock Award shall be equal to the sum of all the Enhabit Shares subject to all tranches of the Award where the number of Enhabit Shares subject to each tranche is equal to the product, rounded up to the nearest whole number of shares for each such tranche, obtained by multiplying (A) the number of Encompass Shares subject to such tranche of the corresponding Encompass Restricted Stock Award immediately prior to the Effective Time, by (B) the Enhabit Ratio.

  • Company Stock Options At the Effective Time, each Company Stock --------------------- Option shall be deemed to have been assumed by Evergreen, without further action by Evergreen, and shall thereafter be deemed an option to acquire, on the same terms and conditions as were applicable under such Company Stock Option, that number of shares of Surviving Corporation Common Stock that would have been received in respect of such Company Stock Option if it had been exercised immediately prior to the Effective Time (such Company Stock Options assumed by Evergreen, the "Assumed Chancellor Stock Options"); provided, however, that, for -------- ------- each optionholder, (i) the aggregate fair market value of Surviving Corporation Common Stock subject to Assumed Chancellor Stock Options immediately after the Effective Time shall not exceed the aggregate exercise price thereof by more than the excess of the aggregate fair market value of Company Common Stock subject to Company Stock Options immediately before the Effective Time over the aggregate exercise price thereof and (ii) on a share-by-share comparison, the ratio of the exercise price of the Assumed Chancellor Stock Option to the fair market value of the Surviving Corporation Common Stock immediately after the Effective Time is no more favorable to the optionholder than the ratio of the exercise price of the Company Stock Option to the fair market value of the Company Common Stock immediately before the Effective Time; and provided, -------- further, that no fractional shares shall be issued on the exercise of such ------- Assumed Chancellor Stock Option and, in lieu thereof, the holder of such Assumed Chancellor Stock Option shall only be entitled to a cash payment in the amount of such fraction multiplied by the closing price per share of Surviving Corporation Common Stock on the Nasdaq National Market on the business day immediately prior to the date of such exercise.

  • Stock Awards “Stock Awards” means all stock options, restricted stock and such other awards granted pursuant to the Company’s stock option and equity incentive award plans or agreements and any shares of stock issued upon exercise thereof.

  • Share Options With respect to the share options (the “Share Options”) granted pursuant to the share-based compensation plans of the Company and its subsidiaries (the “Company Share Plans”), (i) each Share Option intended to qualify as an “incentive stock option” under Section 422 of the U.S. Internal Revenue Code of 1986, as amended (the “Code”), so qualifies, (ii) each grant of a Share Option was duly authorized no later than the date on which the grant of such Share Option was by its terms to be effective (the “Grant Date”) by all necessary corporate action, including, as applicable, approval by the board of directors of the Company (or a duly constituted and authorized committee thereof) and any required shareholder approval by the necessary number of votes or written consents, and the award agreement governing such grant (if any) was duly executed and delivered by each party thereto, (iii) each such grant was made in accordance with the terms of the Company Share Plans, the Exchange Act, and all other applicable laws and regulatory rules or requirements, including the rules of the New York Stock Exchange (the “Exchange”), and (iv) each such grant was properly accounted for in accordance with IFRS in the financial statements (including the related notes) of the Company. The Company has not knowingly granted, and there is no and has been no policy or practice of the Company of granting, Share Options prior to, or otherwise coordinating the grant of Share Options with, the release or other public announcement of material information regarding the Company or its subsidiaries or their results of operations or prospects.

  • Stock Option Grants Pursuant to the following terms and conditions, the Executive shall be eligible to participate in Holdings’ stock option plan and Holdings agrees as follows: i. Holdings shall establish a stock option plan (“Stock Option Plan”) providing for grants of options (the “Stock Options”) to purchase the common stock of BD Investment Holdings Inc., par value $0.01 (the “Buyer Common Stock”) in amounts not less than (i) 2% of the Buyer Common Stock (on a fully-diluted post-exercise basis) in the aggregate per year for all executives, employees and financial advisors of the Company and its subsidiaries, including the Executive selected by the Board after consultation with, and based on the recommendation of, the CEO, for the calendar years beginning on January 1, 2008 and January 1, 2009 and (ii) 2.5% of the Buyer Common Stock (on a fully-diluted post-exercise basis) in the aggregate per year for all executives, employees and financial advisors of the Company and its subsidiaries, including the Executive, selected by the Board after consultation with, and based on the recommendation of, the CEO, for the calendar years beginning on January 1, 2010 and January 1, 2011. ii. Beginning in January 2008, each annual Stock Option grant shall be made between the first and fifteenth business day of the year, unless the CEO, in his sole discretion, shall agree with the Board to a later date during such year (the “Default Date”). If the Board does not approve Stock Option grants in the amounts set forth in Section 4(c)(i) by the Default Date, then Stock Options in such amounts shall be granted pro-rata to existing option holders and employee stockholders as of such date of grant, except that the CEO’s share of such Stock Option grants shall be reduced by 75% and the other four most highly compensated executives’ share of such Stock Option grants shall be reduced by 50%. iii. The per share exercise price of each Stock Option shall be equal to the Fair Market Value of a share of Buyer Common Stock on the date of grant. Each Stock Option granted shall vest in five equal tranches on each of the first five anniversaries of the date of grant subject to the option holder’s continued employment as of each such vesting date; provided, however, that all Stock Options shall automatically vest in full upon a “change in control” (as defined in the Option Plan, it being understood that an IPO shall in no event constitute a change in control). Notwithstanding any provision of this Agreement to the contrary, following an IPO, no additional Stock Options shall be granted pursuant to the Stock Option Plan. iv. Upon termination of his employment, the portion of any Stock Option granted to the Executive which has not yet vested shall terminate. In the event the Executive’s employment terminates for any reason other than for Cause, the Executive may exercise any vested portion of any Stock Option held by him on the date of termination provided that he does so prior to the earlier of (A) ninety (90) days following termination of employment and (B) the expiration of the scheduled term of the Stock Option. Notwithstanding the foregoing, if the Executive’s employment is terminated due to death or disability (as defined in Section 5(b)), then the Executive or, as applicable in the event of death, his beneficiary or estate, may exercise any vested portion of any Stock Option held by the Executive on the date employment terminates for the shorter of (A) the period of twelve (12) months following the termination date and, (B) with respect to each Stock Option individually, the expiration of the scheduled term of such Stock Option. Upon a termination of the Executive’s employment by the Company for Cause, all Stock Options shall be forfeited immediately. v. Holdings, the Company and the Executive agree to cooperate to structure the Stock Option Plan so as to minimize or avoid additional taxes and interest that would otherwise be imposed on the Executive with respect to options granted under the Stock Option Plan pursuant to Section 409A of the Internal Revenue Code as amended (the “Code”); provided, however, that the Company shall have no obligation to grant the Executive a “gross-up” or other “make-whole” compensation for such purpose.

  • Nonqualified Stock Options If the Shares are held for more than twelve (12) months after the date of purchase of the Shares pursuant to the exercise of an NQSO, any gain realized on disposition of the Shares will be treated as long term capital gain.

  • Stock Rights In the event of a Change in Control, all restricted Company stock and all options, stock appreciation rights, and/or other stock rights held by Executive with respect to Company stock that are exempt from Section 409A (“Stock Rights”) which are not fully vested (and exercisable, if applicable) shall become fully vested and exercisable as of a time established by the Board, which shall be no later than a time preceding the Change in Control which allows Executive to exercise the Stock Rights and cause the stock acquired thereby to participate in the Change in Control transaction. If the Change in Control transaction is structured so that stock participating therein at one time is or may be treated differently from stock participating therein at a different time (e.g., a tender offer followed by a squeeze-out merger), the Board shall interpret this Subsection (d) to provide for the required vesting acceleration in a manner designed to allow Executive to exercise the Stock Rights and cause the stock acquired thereby to participate in the earliest portion of the Change in Control transaction. If the consummation of a Change in Control transaction is uncertain (e.g., a tender offer in which the tender of a minimum number of shares is a condition to closing, or a voted merger or proxy contest in which a minimum number of votes is a condition to closing), the Board shall apply this Subsection (d) by using its best efforts to determine if and when the Change in Control transaction is likely to close, and proceeding accordingly. To the extent necessary to implement this Subsection d), each agreement reflecting a Stock Right, and each plan, if any, pursuant to which a Stock Right is issued, if any, shall be deemed amended.

  • Incentive Stock Options If the Shares are held for more than twelve (12) months after the date of the transfer of the Shares pursuant to the exercise of an ISO and are disposed of more than two (2) years after the Date of Grant, any gain realized on disposition of the Shares will be treated as long term capital gain for federal and California income tax purposes. If Shares purchased under an ISO are disposed of within the applicable one (1) year or two (2) year period, any gain realized on such disposition will be treated as compensation income (taxable at ordinary income rates) to the extent of the excess, if any, of the Fair Market Value of the Shares on the date of exercise over the Exercise Price.

  • Stock Appreciation Rights The Grantee or other person entitled to exercise this Option is further hereby granted the right ("Stock Appreciation Right") in lieu of exercising this Option or any portion thereof to receive an amount equal to the lesser of (a) the excess of the Fair Market Value of the stock subject to this Option or such portion thereof over the aggregate exercise price for such shares hereunder as of the date the Stock Appreciation Right is exercised, or (b) 200% of the aggregate exercise price for such shares hereunder. The amount payable upon exercise of such Stock Appreciation Right may be settled by payment in cash or in shares of the class then subject to this Option valued on the basis of their Fair Market Value on the date Stock Appreciation Right is exercised, or in a combination of cash and such shares so valued. No Stock Appreciation Right may be exercised, in whole or in part, (i) other than in connection with the contemporaneous surrender without exercise of this Option or the portion thereof that corresponds to the portion of the Stock Appreciation Right being exercised, or (ii) except to the extent that this Option or such portion thereof is exercisable on the date of exercise of the Stock Appreciation Right by the Person exercising the Stock Appreciation Right, or (iii) unless the class of stock then subject to this Option is then Publicly Traded.

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