Eligible Directors means, with respect to a Regulated Fund and a Potential Co-Investment Transaction, the members of the Regulated Fund’s Board eligible to vote on that Potential Co-Investment Transaction under Section 57(o) of the Act (treating any registered investment company or series thereof as a BDC for this purpose).
Nonemployee Director means a Director who is not an Employee.
Nonemployee Director Award means any Award granted to a Nonemployee Director.
Eligible Director means a person who is (i) a “non-employee director” within the meaning of Rule 16b-3 under the Exchange Act, and (ii) an “outside director” within the meaning of Section 162(m) of the Code.
Employee Director means a member of the Board of Directors of the Company that is also an Employee of the Company.
Director Option means an Option granted pursuant to Section 6.
Qualified Director means a person who, at the time action is to be taken under:
Deferred Stock Account means a bookkeeping account maintained by the Company for a Participant representing the Participant's interest in the shares credited to such Deferred Stock Account pursuant to Paragraph 7 hereof.
Director Award means the grant of any Award (other than an Incentive Stock Option), whether granted singly, in combination, or in tandem, to a Participant who is a Director pursuant to such applicable terms, conditions, and limitations established by the Board.
Deferred Stock Units means the number of hypothetical Shares subject to an Election.
Director Fees means the total compensation (including annual retainer and meeting fees, if any) paid by the Corporation to a Director in a calendar year for service on the Board;
Designated Director means a person designated by the RE to ensure overall compliance with the obligations imposed under chapter IV of the PML Act and the Rules and shall include:
Non-Employee Directors means that term as defined in Rule 16b-3 under the 1934 Act.
Deferred Stock Unit means a right granted to a Participant under Article 9 to receive Shares (or the equivalent value in cash or other property if the Committee so provides) at a future time as determined by the Committee, or as determined by the Participant within guidelines established by the Committee in the case of voluntary deferral elections.
Deferred Stock Award means Awards granted pursuant to Section 8.
Stock Units means investment units under the Deferred Delivery Plan, each of which is deemed to be equivalent to one share of Stock.
Share Units means the hypothetical Shares that are credited to the Share Unit Accounts in accordance with Section 5.3.
Non-Employee Director means a Director who either (i) is not a current employee or officer of the Company or an Affiliate, does not receive compensation, either directly or indirectly, from the Company or an Affiliate for services rendered as a consultant or in any capacity other than as a Director (except for an amount as to which disclosure would not be required under Item 404(a) of Regulation S-K promulgated pursuant to the Securities Act (“Regulation S-K”)), does not possess an interest in any other transaction for which disclosure would be required under Item 404(a) of Regulation S-K, and is not engaged in a business relationship for which disclosure would be required pursuant to Item 404(b) of Regulation S-K; or (ii) is otherwise considered a “non-employee director” for purposes of Rule 16b-3.
Directors Fees means the annual fees paid by any Employer, including retainer fees and meetings fees, as compensation for serving on the board of directors.
Stock Account means the account maintained on behalf of the Participant by the Custodian for the purpose of holding Stock acquired under the Plan.
Performance Stock Award means a Stock Award granted under the terms and conditions of Section 6(c)(i).
Investor Director means any Director designated or nominated for election to the Board by the Investor Shareholders pursuant to Section 2.1 of this Agreement.
Stock Unit Account means the bookkeeping account established by the Company pursuant to Section 6.4.
Performance Stock Unit means a right granted to a Participant pursuant to Section 8.2, to receive Stock, the payment of which is contingent upon achieving certain Performance Goals or other performance-based targets established by the Committee.
Investor Directors or “Investor Director” has the meaning set forth in Section 6.1(a) hereof.
Performance Stock means a Target Number of Shares granted pursuant to Section 10(a) of the Plan.