Stock Settlement Sample Clauses
Stock Settlement. If the RSUs and any Dividend Equivalents are settled in shares of Stock and the Grantee is not subject to the short-swing profit rules of Section 16(b) of the 1934 Act, the Grantee authorizes the Company to satisfy the obligations with regard to all Tax-Related Items by withholding shares of Stock that would otherwise be issued upon settlement of the RSUs and any Dividend Equivalents. Alternatively, or in addition, the Grantee authorizes the Company and/or the Employer, or their respective agents, at their discretion, to satisfy the obligations with regard to Tax-Related Items by one or a combination of the following: (A) withholding from proceeds of the sale of shares of Stock acquired upon settlement of the RSUs and any Dividend Equivalents, either through a voluntary sale or through a mandatory sale arranged by the Company (on the Grantee’s behalf pursuant to this authorization); or (B) withholding from the Grantee’s wages or other cash compensation paid to the Grantee by the Company and/or the Employer. If the RSUs and any Dividend Equivalents are settled in shares of Stock and the Grantee is subject to the short-swing profit rules of Section 16(b) of the 1934 Act, the Company will withhold shares of Stock upon the relevant tax withholding event, unless the use of such withholding method is prevented by applicable law or has materially adverse accounting or tax consequences, in which case, the withholding obligation for any Tax-Related Items may be satisfied by one or a combination of methods (A) and (B) above. If the obligation for Tax-Related Items is satisfied by withholding shares of Stock, for tax purposes, the Grantee is deemed to have been issued the full number of shares of Stock subject to the vested RSUs and Dividend Equivalents, notwithstanding that a number of the shares of Stock are held back solely for the purpose of paying the applicable Tax-Related Items.
Stock Settlement. If the Companies elect to settle the Settlement Amount by delivering Paired Shares in exchange for the Settlement Shares ("Stock Settlement"), the number of Paired Shares to be delivered (the "Stock Settlement Shares") shall be equal to (i) the Settlement Amount divided by (ii) the Stock Settlement Unwind Price. The mechanics for settlement are set forth in Section III. E. below.
Stock Settlement. If the relevant Notes may be settled on the Stated Maturity Date or on the Optional Repurchase Date and if Stock Settlement is applicable, the Calculation Agent will determine the number and kind of Settlement Value Securities to be delivered, and whether cash or other property shall be delivered in lieu of, or in addition to, any Settlement Value Securities, all in accordance with Section 4 hereof and the terms of the relevant Notes.
Stock Settlement. If the relevant Notes may be settled on the Stated Maturity Date or on the Optional Repurchase Date and if Stock Settlement is applicable, the Calculation Agent will determine the number and kind of Settlement Value Securities to be delivered, and whether cash or other property shall be delivered in lieu of, or in addition to, any Settlement Value Securities, all in accordance with Section 4 hereof and the terms of the relevant Notes. If Stock Settlement is applicable and the calculations in the preceding paragraph result in fractional shares, the applicable Payment Amount shall be paid in cash in an amount equal to the value of fractional shares based upon the Closing Prices of the Settlement Value Securities on the applicable Valuation Date and in performing such calculation, the Calculation Agent will round down the cash payment to the nearest cent.
Stock Settlement. If the Company elects to settle the Settlement Amount by delivering Paired Shares in exchange for the Settlement Shares ("Stock Settlement"), the number of Paired Shares to be delivered (the "Stock Settlement Shares") shall be equal to (a) the Settlement Amount divided
Stock Settlement. If Stock Settlement is elected as the Settlement Method for any Settlement Date, then on each Exchange Trading Day during the related Unwind Period:
(i) If the Realized Amount is greater than or equal to the Settlement Amount for the related Settlement Date, then such Exchange Trading Day shall be the last Exchange Trading Day of such Unwind Period and the Seller shall deliver to the Company a number of shares of Common Stock (and cash in lieu of fractional shares valued at the Daily Average Price on such Exchange Trading Day) equal to ▇▇ - ▇▇ (SS + CS) - (NUS + -------) DAP where SS = the number of Settlement Shares for the related Settlement Date CS = the number of shares of Common Stock previously delivered to the Seller in respect of such Settlement Date pursuant to Section 2(c)(ii) NUS = the Number of Unwound Shares on the Exchange Trading Day immediately prior to such Exchange Trading Day SA = the Settlement Amount for such Settlement Date RA = the Realized Amount on the Exchange Trading Day immediately prior to such Exchange Trading Day DAP = the Daily Average Price on such Exchange Trading Day.
(ii) If such Exchange Trading Day is not the last Exchange Trading Day of such Unwind Period and the Number of Remaining Unwind Days is less than or equal to five, then the Company shall elect either (A) to issue and deliver to the Seller a number of shares of Common Stock (rounded up to the next larger whole number) equal to the quotient of (x) 120% of the Shortfall Amount divided by (y) the Daily Average Price on such Exchange Trading Day, where the "SHORTFALL AMOUNT" equals MAX [ O, SA - (RA + (NRUD x DAP x DUN))] where SA = the Settlement Amount for such Settlement Date RA = the Realized Amount on such Exchange Trading Day NRUD = the Number of Remaining Unwind Days on such Exchange Trading Day DAP = the Daily Average Price on such Exchange Trading Day DUN = the Daily Unwind Number on such Exchange Trading Day, in which event such Unwind Period shall continue until the condition set forth in Section 2(c)(i) or the condition set forth in this Section 2(c)(ii) is true, or (B) (1) that the Unwind Period shall continue until the first Exchange Trading Day on which the Number of Unwound Shares equals or exceeds the number of Settlement Shares for such Settlement Date and (2) to pay, on the Business Day immediately following the last Exchange Trading Day of such Unwind Period, to the Seller an amount in cash equal to the Cash Delivery Amount; provided that if t...