Common use of XXXXX of Shares Clause in Contracts

XXXXX of Shares. Pursuant to action of the Compensation Committee of the Board of Directors of the Company (the "Committee"), the Company hereby grants to the Grantee the number of shares of Common Stock of the Company, $1.00 par value (the "Shares"), as set forth in the attached Notice, subject to the Restrictions (the "Restrictions") set forth in Section 2 and the other terms and conditions of the Plan and this Agreement. With respect to this grant of Shares, the date of grant, the number of Shares granted and the date or dates of the lapse of the Restrictions have been set forth in the Notice attached hereto. Concurrently with this grant, the Company will transfer an amount equal to $1.00 (the par value thereof) from the Company's Additional Paid-in Capital account to the Company's Common Stock account for each of the Shares that are the subject of this grant, so that said Shares are fully paid and non-assessable. The Shares will be registered on the books of the Company's transfer agent in the Grantee's name. The Grantee shall have all the rights of a stockholder with respect to the Shares, including the right to vote and to receive all dividends or other distributions paid or made with respect to the Shares. Any securities of the Company which may be issued with respect to such Shares by virtue of any stock split, combination, stock dividend or recapitalization shall be deemed to be "Shares" hereunder and shall be subject to all the terms and conditions of the Plan and this Agreement. It is intended, pursuant to Treas. Reg. section 1.409A-1(b)(6)(i), that the Shares be excluded from the application of the provisions of Section 409A of the Internal Revenue Code of 1986, as amended, including any regulations or guidance promulgated thereunder ("Code section 409A"). The Company reserves the unilateral right to amend this Agreement upon written notice to the Grantee to prevent unintended tax consequences under Code section 409A with respect to the Shares.

Appears in 1 contract

Samples: Restricted Stock Award Agreement For Employees (Meredith Corp)

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XXXXX of Shares. Pursuant to action of the Compensation Committee of the Board of Directors of the Company (the "Committee"), the Company hereby grants to the Grantee the number of shares of Common Stock of the Company, $1.00 par value (the "Shares"), as set forth in the attached Notice, subject to the Restrictions (the "Restrictions") set forth in Section 2 and the other terms and conditions of the Plan and this Agreement. With respect to this grant of Shares, the date of grant, the number of Shares granted and the date or dates of the lapse of the Restrictions have been set forth in the Notice attached hereto. Concurrently with this grant, the Company will transfer an amount equal to $1.00 (the par value thereof) from the Company's Additional Paid-in Capital account to the Company's Common Stock account for each of the Shares that are the subject of this grant, so that said Shares are fully paid and non-assessable. The Shares will be registered on the books of the Company's transfer agent in the Grantee's name. The Grantee shall have all the rights of a stockholder with respect to the Shares, including the right to vote and to receive all dividends or other distributions paid or made with respect to the Shares. Any securities of the Company which may be issued with respect to such Shares by virtue of any stock split, combination, stock dividend or recapitalization shall be deemed to be "Shares" hereunder and shall be subject to all the terms and conditions of the Plan and this Agreement. It is intended, pursuant to Treas. Reg. section 1.409A-1(b)(6)(i§ 1.409A-1(b)(6), that the Shares be excluded from the application of the provisions of Section 409A of the Internal Revenue Code of 1986, as amended, including any regulations or guidance promulgated thereunder ("Code section § 409A"). The Company reserves the unilateral right to amend this Agreement upon written notice to the Grantee to prevent unintended tax consequences under Code section § 409A with respect to the Shares.

Appears in 1 contract

Samples: Restricted Stock Award Agreement (Meredith Corp)

XXXXX of Shares. Pursuant to action of the Compensation Committee of the Board of Directors of the Company (the "Committee"), the Company hereby grants to the Grantee the number of shares of Common Stock of the Company, $1.00 par value (the "Shares"), as set forth in the attached Notice, subject to the Restrictions (the "Restrictions") set forth in Section 2 and the other terms and conditions of the Plan and this Agreement. With respect to this grant of Shares, the date of grant, the number of Shares granted and the date or dates of the lapse of the Restrictions have been set forth in the Notice attached hereto. Concurrently with this grant, the Company will transfer an amount equal to $1.00 (the par value thereof) from the Company's Additional Paid-in Capital account to the Company's Common Stock account for each of the Shares that are the subject of this grant, so that said Shares are fully paid and non-assessable. The Shares will be registered on the books of the Company's transfer agent in the Grantee's name. The Grantee shall have all the rights of a stockholder with respect to the Shares, including the right to vote and to receive all dividends or other distributions paid or made with respect to the Shares. Any securities of the Company which may be issued with respect to such Shares by virtue of any stock split, combination, stock dividend or recapitalization shall be deemed to be "Shares" hereunder and shall be subject to all the terms and conditions of the Plan and this Agreement. It is intended, pursuant to Treas. Reg. section 1.409A-1(b)(6)(i1.409A-1(b)(6), that the Shares be excluded from the application of the provisions of Section 409A of the Internal Revenue Code of 1986, as amended, including any regulations or guidance promulgated thereunder ("Code section 409A"). The Company reserves the unilateral right to amend this Agreement upon written notice to the Grantee to prevent unintended tax consequences under Code section 409A with respect to the Shares.

Appears in 1 contract

Samples: Restricted Stock Award Agreement For Employees (Meredith Corp)

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XXXXX of Shares. Pursuant to action of the Compensation Committee of the Board of Directors of the Company (the "Committee"), the Company hereby grants to the Grantee the number of shares of Common Stock of the Company, $1.00 par value (the "Shares"), ) as set forth in the attached Notice, subject to the Restrictions (the "Restrictions") set forth in Section 2 and the other terms and conditions of the Plan and this Agreement. With respect to this grant of Shares, the date of grant, the number of Shares granted and the date or dates of the lapse of the Restrictions have been set forth in the Notice attached hereto. Concurrently with this grant, the Company will transfer an amount equal to $1.00 1 (the par value thereof) from the Company's Additional Paid-in Capital account to the Company's Common Stock account for each of the Shares that are Shares, which is the subject of this grant, so that said Shares are fully paid and non-assessable. The Shares will be registered on the books of the Company's transfer agent in the Grantee's name. The Grantee shall have all the rights of a stockholder with respect to the Shares, including the right to vote and to receive all dividends or other distributions paid or made with respect to the Shares. Any securities of the Company which may be issued with respect to such Shares by virtue of any stock split, combination, stock dividend or recapitalization shall be deemed to be "Shares" hereunder and shall be subject to all the terms and conditions of the Plan and this Agreement. It is intended, pursuant to Treas. Reg. section 1.409A-1(b)(6)(i), that the Shares be excluded from the application of the provisions of Section 409A of the Internal Revenue Code of 1986, as amended, including any regulations or guidance promulgated thereunder ("Code section 409A"). The Company reserves the unilateral right to amend this Agreement upon written notice to the Grantee to prevent unintended tax consequences under Code section 409A with respect to the Shares.

Appears in 1 contract

Samples: Restricted Stock Award Agreement for Employees (Meredith Corp)

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