Control stockholder definition

Control stockholder means (individually and collectively and singly or in the aggregate with affiliates) the owner or owners of the majority shares in a corporation or those shareholders exercising effective voting control of a corporation pursuant to any written agreement.
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Control stockholder means any Stockholder holding at least 5% of the beneficial ownership of the Company, as calculated in accordance with Rule 13d-3 of the Exchange Act of 1934, as amended, and which ownership shall also include shares beneficially owned by a Family Donee.
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Control stockholder has the meaning set forth in Section 3.1.1 hereof. “Conversion Agreement” has the meaning set forth in the recitals hereof. “Conversion Agreement Party” means any party to the Conversion Agreement other than the Corporation and its Subsidiaries. “Convertible Noteholders” has the meaning set forth in the preamble hereof. “Convertible Securities” means any Indebtedness or shares of Capital Stock (including Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, and Convertible Senior Subordinated Notes) convertible into or exchangeable for Common Stock, including Common Stock Equivalents. “Convertible Senior Subordinated Notes” shall mean those Convertible Senior Subordinated Notes issued to the Investors by the Corporation on December 30, 2003 in the original principal amount of Thirty One Million Seven Hundred Fifty Thousand Dollars ($31,750,000) and, subsequent to the redemptions contemplated by Section 2.3 of the 2007 Purchase Agreement, an outstanding principal amount as of the date hereof of Twenty Million Six Hundred Forty-Three Thousand Eight Hundred Thirty Five Dollars ($20,643,835). “Corporation” has the meaning set forth in the preamble hereof. “Corporation Offer” has the meaning set forth in Section 2.3.2.1 hereof. “Co-Sale Election” has the meaning set forth in Section 2.4.3 hereof. “Co-Sale Offering Stockholder” means a Management Controlling Offering Stockholder or a Series D Preferred Offering Stockholder, as applicable. “Co-Sale Notice” means a Management Controlling Co-Sale Notice or a Series D Preferred Co-Sale Notice, as applicable. “Co-Sale Pro Rata Portion” means, with respect to any Investor or Series E Preferred Stockholder, a fraction (A) the numerator of which is the sum of the number of shares of Common Stock held by such Investor, plus all Common Stock acquirable pursuant to Common Brightstar Corp. Fourth Amended and Restated Stockholders’ Agreement
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Examples of Control stockholder in a sentence

  • Control stockholder led-buyouts of public company stockholders,1 commonly referred to as “going private” transactions, * Robert S.


More Definitions of Control stockholder

Control stockholder means the owner or owners of the majority shares in a corporation.
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Control stockholder has the meaning set forth in Section 3.1.1 hereof.
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Related to Control stockholder

  • 10% Stockholder means the owner of stock (as determined under Code Section 424(d)) possessing more than ten percent (10%) of the total combined voting power of all classes of stock of the Corporation (or any Parent or Subsidiary).

  • Principal Stockholder means any person who individually or in concert with his spouse and

  • Common Stockholder means the employee of, consultant to, or director of the Company or other person to whom shares of Common Stock are issued pursuant to this Plan.

  • Majority Stockholder means, collectively or individually as the context requires, TPG Capital, L.P., Apollo Global Management, LLC and/or their respective affiliates.

  • Company Shareholder means a holder of Company Shares.

  • Major Stockholder means any such Person.

  • Class B Stockholder means (i) the registered holder of a share of Class B Common Stock at the Effective Time and (ii) the initial registered holder of any shares of Class B Common Stock that are originally issued by the Corporation after the Effective Time.

  • Company Stockholder means the holder of either a share of Company Common Stock or a share of Company Preferred Stock.

  • Substantial Stockholder means any Participant who at the time of grant owns directly or is deemed to own by reason of the attribution rules set forth in Section 424(d) of the Code, Shares possessing more than 10% of the total combined voting power of all classes of stock of HSI.

  • Principal Stockholder Transferee means any Person who acquires voting stock of the Corporation from the Principal Stockholder (other than in connection with a public offering) and who is designated in writing by the Principal Stockholder as a “Principal Stockholder Transferee.”

  • Controlling Shareholder means any shareholder owning more than fifty

  • 10% Shareholder means a person who owns, directly or indirectly, stock possessing more than 10% of the total combined voting power of all classes of stock of the Company or any Parent or Subsidiary of the Company. Indirect ownership of stock shall be determined in accordance with Code Section 424(d).

  • Stockholder Associated Person of any stockholder means (A) any person controlling, directly or indirectly, or acting in concert with, such stockholder, (B) any beneficial owner of shares of stock of the Corporation owned of record or beneficially by such stockholder or (C) any person directly or indirectly controlling, controlled by or under common control with such Stockholder Associated Person.

  • Majority Shareholder means a holder of more than fifty percent (50%) of the outstanding stock of the Company, or if no person holds more than fifty percent (50%) of the outstanding stock of the Company, the holder of a plurality of the outstanding stock of the Company.

  • Preferred Shareholder means any holder of Preferred Shares.

  • Participating Stockholder means a “Participating Stockholder” under the HBB Stockholders’ Agreement, HY Stockholders’ Agreement and NACCO Stockholders’ Agreement, to the extent the Partnership owns HBB Class B Shares, HY Class B Shares or NACCO Class B Shares. A Partner shall cease to be a Participating Stockholder under this Agreement and shall be deemed to be a Former Partner immediately prior to any event or lapse of time that causes such Partner to no longer be a “Participating Stockholder” under such applicable stockholders’ agreements.

  • Stockholder means, with respect to any Person, each holder of Stock of such Person.

  • Shareholder means a person who owns shares in the company and is actively involved in the management of the enterprise or business and exercises control over the enterprise.

  • Interested Shareholder means any Person (other than the Company and any direct or indirect majority-owned subsidiary of the Company) that (i) is the owner of 15% or more of the outstanding voting Shares of the Company, or (ii) is an affiliate or associate of the Company and was the owner of 15% or more of the outstanding voting Shares of the Company at any time within the 3-year period immediately prior to the date on which it is sought to be determined whether such Person is an interested Shareholder, and the affiliates and associates of such Person; provided, however, that the term “interested Shareholder” shall not include (x) any Person who (A) owned Shares in excess of the 15% limitation set forth herein as of, or acquired such Shares pursuant to a tender offer commenced prior to, the date of registration by the Registrar of the notice of adoption of the Articles, which set forth this Article 25, or pursuant to an exchange offer announced prior to the aforesaid date and commenced within 90 days thereafter and either (I) continued to own Shares in excess of such 15% limitation or would have but for action by the Company or (II) is an affiliate or associate of the Company and so continued (or so would have continued but for action by the Company) to be the owner of 15% or more of the outstanding voting Shares of the Company at any time within the 3-year period immediately prior to the date on which it is sought to be determined whether such Person is an interested Shareholder or (B) acquired said Shares from a Person described in item (A) of this paragraph by gift, inheritance or in a transaction in which no consideration was exchanged; or (y) any Person whose ownership of Shares in excess of the 15% limitation set forth herein is the result of action taken solely by the Company; provided that such Person shall be an interested Shareholder if thereafter such Person acquires additional Shares of voting Shares of the Company, except as a result of further corporate action not caused, directly or indirectly, by such Person. For the purpose of determining whether a Person is an interested Shareholder, the voting Shares of the Company deemed to be outstanding shall include Shares deemed to be owned by the Person through application of Article 23.3(i) but shall not include any other unissued Shares of the Company which may be issuable pursuant to any agreement, arrangement or understanding, or upon exercise of conversion rights, warrants or options, or otherwise. Any determination made by the Board of Directors as to whether any Person is or is not an interested shareholder shall be conclusive and binding upon all shareholders of the Company.

  • Management Stockholder shall have the meaning set forth in the introductory paragraph.

  • substantial shareholder means a person who is entitled to exercise, or to control the exercise of, 10% or more (or such other percentage as may be prescribed by the Listing Rules) of the voting power at any general meeting of the Company;

  • Initial Stockholder means any beneficial owner of the Company’s unregistered securities.

  • Shareholder Associated Person of any Shareholder means (i) any person controlling, directly or indirectly, or acting in concert with, such Shareholder, (ii) any beneficial owner of shares of stock of the Corporation owned of record or beneficially by such Shareholder, and (iii) any person controlling, controlled by or under common control with such Shareholder Associated Person.

  • Existing Shareholder means any Person that is a holder of Ordinary Shares as of December 8, 2017.

  • Eligible Shareholder means an existing or new investor of the Company that is eligible at the ACD’s discretion to invest in the Class X Shares upon entering into an agreement with the ACD and fulfilling the eligibility conditions set by the ACD from time to time.

  • Eligible Stockholder means a person who has either (1) been a record holder of the shares of common stock of the Corporation used to satisfy the eligibility requirements in Section 3.2(d) continuously for the required three-year period or (2) provides to the Secretary of the Corporation, within the time period referred to in Section 3.2(e), evidence of continuous Ownership of such shares for such three-year period from one or more securities intermediaries.