Common use of Voting of Company Stock Clause in Contracts

Voting of Company Stock. The Trustee shall follow the directions of each Plan Participant, as to the manner in which shares of Company Stock held by the Trust are to be voted on each matter brought before an annual or special stockholders' meeting of the Company or the manner in which any consent is to be executed, in each case as provided below. Before each such meeting of stockholders, the Trustee shall cause to be furnished to each Plan Participant, a copy of the proxy solicitation material received by the Trustee, together with a form requesting confidential instructions as to how to vote the shares of Company Stock held by the Trustee. Upon timely receipt of directions from the Plan Participants, the Trustee shall on each such matter vote the number of shares (including fractional shares) of Company Stock held by the Trust as follows: The Company Stock shall be voted by the Trustee with each Plan Participant directing a number of shares of Company Stock (the "Participant Directed Amount") equal to the quotient of (x) the total number of shares of Company Stock held by the Trust and (y) the number of Plan Participants on the relevant date. Any Participant Shares for which the Trustee does not receive a signed voting-direction instrument shall be voted for, against or to abstain in the same proportions as those shares of Company Stock for which the Trustee did receive instructions. Similar provisions shall apply in the case of any action by shareholder consent without a meeting.

Appears in 4 contracts

Samples: Stock Compensation Trust Agreement (Mid Atlantic Medical Services Inc), Stock Compensation Trust Agreement (Mid Atlantic Medical Services Inc), Stock Compensation Trust Agreement (Mid Atlantic Medical Services Inc)

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