Vesting of the Option. The Option shall, subject to the Participant’s continued Employment, vest and become exercisable on the earlier to occur of either: (i) the date (A) affiliates of Blackstone sell more than twenty-five percent (25%) of the equity interests of the JV (the “JV Shares”) held by it on the Transaction Date at a weighted average price in excess of the equivalent of $4,200 per share and (B) McKesson distributes more than fifty percent (50%) of the JV Shares held by it on the Transaction Date, or (ii) McKesson and affiliates of Blackstone, collectively, sell more than twenty-five percent (25%) of the aggregate number of JV Shares held by McKesson and Blackstone on the Transaction Date, at a weighted average price in excess of the equivalent of $4,200 per share. No portion of the Option shall vest solely as a result of any transaction in which McKesson disposes of or distributes equity owned by it in the JV to its shareholders.
Appears in 6 contracts
Samples: Nonqualified Stock Option Agreement (PF2 SpinCo, Inc.), Nonqualified Stock Option Agreement (Change Healthcare Inc.), Nonqualified Stock Option Agreement (PF2 SpinCo LLC)