Xxxxxx Stock Options Sample Clauses

Xxxxxx Stock Options. The Xxxxxx Stock Option Plan shall continue in effect, but no new additional options shall be available for grant or award thereunder, after the date hereof. At the Effective Date, each outstanding option to purchase Xxxxxx Capital Stock under the Xxxxxx Stock Option Plan (each a “Xxxxxx Option”), whether vested or unvested immediately prior to the Effective Date, shall be cancelled and converted into the right to receive an amount from HFBC in cash equal to the product of (a) the positive difference, if any, between the Per Share Merger Consideration (as adjusted in accordance with Section 2.2(a)(ii)) minus the per share exercise price of such Xxxxxx Option multiplied by (b) the number of shares of Xxxxxx Capital Stock issuable upon the exercise of such Xxxxxx Option immediately prior to the Effective Date, which amount shall be paid by HFBC to the holder of such Xxxxxx Option as soon as reasonably practicable after the Effective Date, but in no event later than ten (10) Business Days after the Effective Date. In the event the per share exercise price of any Xxxxxx Option is equal to or greater than the Per Share Merger Consideration (as adjusted in accordance with Section 2.2(a)(ii)), such Xxxxxx Option shall be cancelled for no consideration.
Sample 1
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Xxxxxx Stock Options. At the Effective Time, all options to purchase Target Common Stock then outstanding under the Target Stock Option Plan (as defined in Section 2.4 herein), shall be assumed by Acquiror in accordance with Section 1.12.
Sample 1
Xxxxxx Stock Options. Effective as of the Effective Date, the Compensation Committee hereby grants to you, pursuant to the MMC 1997 Senior Executive Incentive and Stock Award Plan (the "1997 Plan"), a nonqualified option (the "First Xxxxxx Option") to purchase 150,000 shares of Class B Common Stock of Xxxxxx ("Class B Shares") at a per share exercise price of $41.51, and a second nonqualified option to purchase 175,000 Class B Shares at a per share exercise price of $47.98 (the "Second Xxxxxx Option"). The First and Second Xxxxxx Options shall each expire on November 1, 2007 and shall each become exercisable with respect to 25% of Class B Shares subject thereto on each of December 31, 1998, December 31, 1999, December 31, 2000 and December 31, 2001. You shall also be entitled to receive pursuant to the 1997 Plan in the first quarter of 1999 and again in the first quarter of 2000, an additional nonqualified option (the "Third Xxxxxx Option" and "Fourth Xxxxxx Option," respectively, and, collectively with the First Xxxxxx Option and the Second Xxxxxx Option, the "Xxxxxx Options"), in each case at a per share exercise price equal to the Fair Market Value of a Class B Share as of each such date, the number of Class B Shares subject to such Third and Fourth Xxxxxx Option to be determined by the Compensation Committee in its sole discretion using criteria similar to that used for awards at that time to senior participants in the Equity Partnership Plan. The Third Xxxxxx Option shall expire on November 1, 2007 and become exercisable with respect to 25% of Class B Shares subject thereto on each anniversary of the date of grant in each of 2000, 2001, 2002 and 2003, and the Fourth Xxxxxx Option shall expire on November 1, 2007 and become exercisable with respect to 25% of Class B Shares subject thereto on each anniversary of the date of grant in each of 2001, 2002, 2003 and 2004. In all other respects, each Xxxxxx Option granted pursuant to this Agreement shall be treated as if it were subject to the terms and conditions of the Equity Partnership Plan and as if each such Xxxxxx Option had been granted thereunder, except that
Sample 1
Xxxxxx Stock Options. Each Xxxxxx Stock Option, whether vested or unvested, that is outstanding immediately prior to the Effective Time shall, as of the Effective Time, automatically and without any action on the part of the holder thereof, be converted into an option to purchase, on the same terms and conditions (including applicable vesting requirements) applicable to such Xxxxxx Stock Option in effect immediately prior to the Effective Time, (A) that number of shares of Hammer Common Stock, rounded down to the nearest whole share, equal to the product determined by multiplying (I) the total number of shares of Xxxxxx Common Stock subject to such Xxxxxx Stock Option immediately prior to the Effective Time by (II) the Exchange Ratio, and (B) at a per-share exercise price, rounded up to the nearest whole cent, equal to the quotient determined by dividing (I) the exercise price per share of Xxxxxx Common Stock at which such Xxxxxx Stock Option was exercisable immediately prior to the Effective Time by (II) the Exchange Ratio.
Sample 1
Xxxxxx Stock Options. Medici will grant each Hernando and Xxxxxxx stock options to purchase 2,500 Medici stock pursuant to the Medici Ventures 2017 Employee Stock Option Plan for service as Directors on the Medici board of directors.
Sample 1
Xxxxxx Stock Options. As of the Reverse Split Time, by virtue of the Reverse Split and without any action on the part of the holders thereof, each stock option granted under a Xxxxxx Plan (a “Xxxxxx Stock Option”), whether vested or unvested, that is outstanding and unexercised as of immediately prior to the Reverse Split shall be adjusted to be a Xxxxxx Stock Option to acquire (i) that number of whole shares of Xxxxxx Common Stock (rounded down to the nearest whole share) equal to the product obtained by multiplying (A) the number of shares of Xxxxxx Common Stock subject to such Xxxxxx Stock Option as of immediately prior to the Reverse Split Time by (B) the Xxxxxx Share Consolidation Ratio, (ii) at an exercise price per share of Xxxxxx Common Stock (rounded up to the nearest whole cent) equal to the quotient obtained by dividing (A) the exercise price per share of Xxxxxx Common Stock of such Xxxxxx Stock Option by (B) the Xxxxxx Share Consolidation Ratio; provided, however, that each such Xxxxxx Stock Option that is an “incentive stock option” (as defined in Section 422 of the Code) shall be adjusted in accordance with the foregoing in a manner consistent with the requirements of Section 424 of the Code. The parties intend that the adjustments in this Section 2.4(a) are in accordance with Treasury Regulation Section 1.409A-1(b)(5)(v)(D) and will not subject any Xxxxxx Stock Option to Section 409A of the Code. Except as otherwise provided in this Section 2.4(a), each such Xxxxxx Stock Option adjusted pursuant to this Section 2.4(a) shall continue to have, and shall be subject to, the same terms and conditions as applied to the Xxxxxx Stock Option as of immediately prior to the Reverse Split Time.
Sample 1

Related to Xxxxxx Stock Options

  • 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 Options (a) Subsequent to the effectiveness of the Form 10, but prior to the consummation of the Distribution, and subject to the consummation of the Distribution, each option to purchase ALTISOURCE Common Stock (“ALTISOURCE Stock Options”) granted and outstanding under the 2009 Equity Incentive Plan of ALTISOURCE (“ALTISOURCE Option Plan”) shall remain granted and outstanding and shall not, and ALTISOURCE shall cause (to the maximum extent permitted under the ALTISOURCE Option Plan) the ALTISOURCE Stock Options not to, terminate, accelerate or otherwise vest as a result of the Distribution, and each holder thereof immediately prior to the Distribution will be entitled to the following, determined in a manner in accordance with, and subject to, the ALTISOURCE Option Plan, FAS123R and Section 409A of the Internal Revenue Code: (i) an option to acquire a number of shares of Residential Class B Common Stock equal to the product of (x) the number of shares of ALTISOURCE Common Stock subject to the ALTISOURCE Stock Option held by such holder on the Distribution Date and (y) the distribution ratio of one (1) share of Residential Class B Common Stock for every three (3) shares of ALTISOURCE Common Stock (the “Residential Stock Options”), with an exercise price to be determined in a manner consistent with this Section 3.04 and (ii) the adjustment of the exercise price of such holder’s ALTISOURCE Stock Option, to be determined in a manner consistent with this Section 3.04 (the “Adjusted ALTISOURCE Stock Options”) (the Residential Stock Options and the Adjusted ALTISOURCE Stock Options, together, the “Post-Distribution Stock Options”).

  • 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.

  • Nonstatutory Stock Option The Optionee may incur regular federal income tax liability upon exercise of a NSO. The Optionee will be treated as having received compensation income (taxable at ordinary income tax rates) equal to the excess, if any, of the Fair Market Value of the Exercised Shares on the date of exercise over their aggregate Exercise Price. If the Optionee is an Employee or a former Employee, the Company will be required to withhold from his or her compensation or collect from Optionee and pay to the applicable taxing authorities an amount in cash equal to a percentage of this compensation income at the time of exercise, and may refuse to honor the exercise and refuse to deliver Shares if such withholding amounts are not delivered at the time of exercise.

  • Restricted Stock and Stock Options Employer shall cause the Compensation Committee of the Board of Directors of Employer to review whether Employee should be granted shares of restricted stock and/or options to purchase shares of common stock of CBSI. Such review may be conducted pursuant to the terms of the Community Bank System, Inc. 2014 Long-Term Incentive Plan, a successor plan, or independently, as the Compensation Committee shall determine. Reviews shall be conducted no less frequently than annually.

  • Employee Stock Options (a) At the Effective Time, each Eligible Stock Option that is then outstanding under the Company Option Plan, whether vested or unvested, shall be assumed by Parent in accordance with the terms (as in effect as of the date of this Agreement) of the Company Option Plan and the stock option agreement by which such Eligible Stock Option is evidenced. All rights with respect to Company Common Stock under outstanding Eligible Stock Options shall thereupon be converted into rights with respect to Parent Common Stock. Accordingly, from and after the Effective Time, (a) each Eligible Stock Option assumed by Parent may be exercised solely for shares of Parent Common Stock, (b) the number of shares of Parent Common Stock subject to each such assumed Eligible Stock Option shall be equal to the number of shares of Company Common Stock that were subject to such Eligible Stock Option immediately prior to the Effective Time multiplied by the Exchange Ratio, rounded down to the nearest whole number of shares of Parent Common Stock, (c) the per share exercise price for the Parent Common Stock issuable upon exercise of each such assumed Eligible Stock Option shall be determined by dividing the exercise price per share of Company Common Stock subject to such Eligible Stock Option, as in effect immediately prior to the Effective Time, by the Exchange Ratio, and rounding the resulting exercise price up to the nearest whole cent, and (d) all restrictions on the exercise of each such assumed Eligible Stock Option shall continue in full force and effect, and the term, exercisability, vesting schedule and other provisions of such Eligible Stock Option shall otherwise remain unchanged; provided, however, that each such assumed Eligible Stock Option shall, in accordance with its terms, be subject to further adjustment as appropriate to reflect any stock split, reverse stock split, stock dividend, recapitalization or other similar transaction effected by Parent after the Effective Time. The Company and Parent shall take all action that may be necessary (under the Company Option Plan and otherwise) to effectuate the provisions of this Section 1.6.

  • Stock Option Grants Executive will receive an annual grant of stock options during the term of this Agreement in a manner and under terms that are consistent with grants made to other executives of the Company.

  • Stock Option Awards During the Term, the Executive shall be eligible for awards of options to purchase shares of the Company’s common stock (the “Stock Options”), such Stock Options to be awarded in the sole discretion of the Compensation Committee and in accordance with the terms of the Company’s Stock Option Plan, as such Stock Option Plan may be amended, suspended or terminated from time to time.

  • 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 Option Award Within the 60-day period following the Start Date, Executive will receive an award of stock options to purchase Common Stock (the “Options”). The terms and conditions of the Options will be governed by Parent’s 2010 Equity Incentive Plan and the Stock Option Agreement in substantially the form attached hereto as Exhibit A. The number of shares covered by such Options shall equal 10,000. The Options shall have a per share exercise price equal to the fair market value per share of such Option on the date of grant, as determined by the Board.

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