Designated Family Member Shares definition

Designated Family Member Shares means shares of Globe common stock that were owned and controlled by, or held for the benefit of, Immediate Family Members of the Individual Defendants prior to the execution of the Business Combination Agreement, as identified on Exhibit D.
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Designated Family Member Shares means shares of Globe common stock that were owned and controlled by Immediate Family Members prior to the execution of the Business Combination Agreement, which Defendants agree do not and shall not exceed 2,000,000 shares in the aggregate, and which include no more than 750,000 shares held in trust for the benefit of Immediate Family Members and which were included in the August 12, 2015 Proxy Statement as shares owned by an Individual Defendant. The basis for identifying shares as Designated Family Member Shares shall be disclosed and approved among the Parties, in good faith, in connection with the Stipulation of Settlement. “Immediate Family Members” means children, stepchildren, and spouses (including a husband, a wife, or a partner in a state-recognized domestic relationship or civil union). For the avoidance of doubt, no shares transferred, acquired or otherwise placed under the control or indirect ownership of an Immediate Family Member since the execution of the Business Combination Agreement can qualify as Designated Family Member Shares. Excluded Stockholders are excluded from the Class and shall have no claim to and shall not receive any of the Cash Payment, in whole or in part.
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Related to Designated Family Member Shares

  • Designated family member means any of the following:

  • Close Family Member means a parent, child or sibling who is not an immediate family member.

  • Family Member means spouse, father, mother, child, father-in-law, mother-in-law, daughter-in-law or son-in-law.

  • Eligible Family Member means a member of the Subscriber’s family that is or becomes eligible to enroll for coverage under this Plan as a Dependent.

  • Immediate Family Member means a child, stepchild, grandchild, parent, stepparent, grandparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, including adoptive relationships, of a natural person referred to herein.

  • Immediate Family Members means, with respect to any individual, such individual’s child, stepchild, grandchild or more remote descendant, parent, stepparent, grandparent, spouse, former spouse, qualified domestic partner, sibling, mother-in-law, father-in-law, son-in-law and daughter-in-law (including adoptive relationships) and any trust, partnership or other bona fide estate-planning vehicle the only beneficiaries of which are any of the foregoing individuals or any private foundation or fund that is controlled by any of the foregoing individuals or any donor-advised fund of which any such individual is the donor.

  • Extended family member means an adult who is a grandparent, brother, sister, stepbrother, stepsister, uncle, aunt, or first cousin with whom the child has a relationship and is comfortable, and who is willing and available to care for the child.

  • Participating Shares means shares that entitle their holders to participate without limitation in distributions.

  • Family Members means, as to a Person that is an individual, such Person’s spouse, ancestors, descendants (whether by blood or by adoption or step-descendants by marriage), brothers and sisters, nieces and nephews and inter vivos or testamentary trusts (whether revocable or irrevocable) of which only such Person and his or her spouse, ancestors, descendants (whether by blood or by adoption or step-descendants by marriage), brothers and sisters and nieces and nephews are beneficiaries.

  • Permitted Transferee Any Transferee of a Residual Certificate other than a Disqualified Organization or Non-United States Person.

  • Controlled Shares in reference to any person means all shares of the Company directly, indirectly or constructively owned by such person as determined pursuant to Section 958 of the Code.

  • Transfer Shares has the meaning ascribed to such term in Section 6.2(a)

  • Permitted Holder means (a) Xxxxxxx X. Xxxxxxx, (b) any of his immediate family members or his or their respective heirs by operation of law, will or intestacy or (c) any trust, corporation, partnership or other entity, the beneficiaries, stockholders, partners, owners or Persons beneficially holding a 50.1% or more controlling interest of which consist of Xxxxxxx X. Xxxxxxx and/or his immediate family members.

  • Immediate family means a spouse and any unemancipated child.

  • Permitted Transferees means a person or entity to whom a Holder of Registrable Securities is permitted to transfer such Registrable Securities prior to the expiration of the Founder Shares Lock-up Period or Private Placement Lock-up Period, as the case may be, under the Insider Letter and any other applicable agreement between such Holder and the Company, and to any transferee thereafter.

  • Equity Shares shall have the meaning attributed to such term in the recitals of this Agreement;

  • Eligible Transferee means and include a commercial bank, financial institution or other "accredited investor" (as defined in Regulation D of the Securities Act).

  • Transfer Stock means shares of Capital Stock owned by a Key Holder, or issued to a Key Holder after the date hereof (including, without limitation, in connection with any stock split, stock dividend, recapitalization, reorganization, or the like), but does not include any shares of Preferred Stock or of Common Stock that are issued or issuable upon conversion of Preferred Stock.

  • Disqualified Transferee means any Person who is a direct or indirect transferee of any Right from an Acquiring Person or an Affiliate of an Acquiring Person and became such a transferee (x) after the occurrence of a Common Stock Event or (y) prior to or concurrently with the Acquiring Person becoming such and received such Right pursuant to a transfer (whether or not for value) (A) from the Acquiring Person to holders of its Common Stock or other equity securities or to any Person with whom the Acquiring Person has any continuing agreement, arrangement, or understanding (whether or not in writing) regarding the transferred Right, or (B) which a majority of the Board reasonably determines is part of a plan, arrangement, or understanding (whether or not in writing) which has as a primary purpose or effect, the avoidance of Section 7(e) hereof.

  • Grandfathered Stockholder has the meaning set forth in Section 1.1.

  • Exempt Investor means any of the following Irish Residents: (i) the Administrator, for so

  • Interested Shares means the shares of an issuing public corporation in respect of which any of the following persons may exercise or direct the exercise of the voting power of the corporation in the election of directors:

  • 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.

  • Deceased Holder Not applicable.

  • Initial Investment : means the amount that you initially subscribed to invest into the Plan.

  • Permitted Holders means any or all of the following: