Excluded Stockholders definition

Excluded Stockholders means (1) Holdco, Vulcan and their respective Affiliates and (2) any executive officer or director of Seller who will be entitled to receive any change of control, severance or other payment or benefit in the nature of compensation that is contingent upon consummation of the Transactions (other than solely in his or her capacity as a stockholder of Seller).

Excluded Stockholders means the Amin Stockholders and the Management Stockholders.

Excluded Stockholders means (i) Defendants; (ii) any person who is, or was at the close of business on August 25, 2022, an officer or director of FAST; (iii) the immediate family members of any of the foregoing excluded persons;(iv) any trusts, estates, entities, or accounts that held FAST Class A Public Shares for the benefit of any of the foregoing excluded persons; (v) any entity in which any of the foregoing excluded persons or entities has, or had at the close of business on August 25, 2022, a controlling interest; and (vi) the legal representatives, heirs, successors-in-interest, successors, transferees, and assigns of the foregoing excluded persons or entities.

Examples of Excluded Stockholders in a sentence

• Defendants shall also use reasonable efforts to obtain suppression letters from Excluded Stockholders and/or Excluded Stockholders’ brokers if requested to do so by the DTC.

• Following the Effective Date, the Net Settlement Fund will be disbursed on a per-share basis to the holders of H&H common stock who received Transaction Consideration, whether through the voluntary Tender Offer or the mandatory Merger, other than Excluded Stockholders (the “Settlement Payment Recipients”).

• At the request of Plaintiffs’ Co-Lead Counsel, Defendants will use reasonable efforts to provide to the Settlement Administrator or Bernstein Litowitz any additional information as may be required to distribute the Net Settlement Fund to eligible Settlement Class Members and not to Excluded Stockholders, including, without limitation, the correct address or other contact information used to communicate with the appropriate representatives of each DTC Participant listed on the Allocation Report.

• The Settlement Administrator shall provide DTC Participants with a list of Excluded Stockholders and direct the DTC Participants not to distribute any payment to any Excluded Stockholders.

• DTC’s sole obligation in connection with the Settlement shall be to distribute the Eligible Shares of the Net Settlement Amount to DTC Participants in accordance with the Stipulation and DTC rules and procedures, and DTC shall not be responsible for any errors in the calculation of any distribution or for any failure by the Settlement Administrator, Defendants, or Plaintiffs’ Counsel to identify the Excluded Stockholders.

More Definitions of Excluded Stockholders

Excluded Stockholders means the Defendants; subsidiaries and controlled affiliates of Globe; any corporations, limited liability companies, partnerships, trusts or other entities of which any Defendant is a primary beneficiary or in which any Defendant holds a material equity interest between the date hereof and the Effective Date of the Settlement; and the Immediate Family Members of any Individual Defendant (other than with respect to Designated Family Member Shares as identified on Exhibit D).

Excluded Stockholders means the persons and entities excluded from the Settlement Class by definition, a list of which Defendants will provide to the Settlement Administrator or Plaintiff’s Lead Counsel under the terms of the Stipulation.

Excluded Stockholders means the persons and entities that Defendants will identify to be excluded from the Class by definition, in accordance with paragraph 24 of the Stipulation.

Excluded Stockholders means Defendants James C. Pappas, John H. Walker, Douglas J. Glaspey, Paul Larkin, Leland “Roy” Mink, Randolph J. Hill, and Ali G. Hedayat, members of the immediate family of any defendant, any entity in which a defendant has or had a controlling interest, officers of defendants, and the associates, affiliates, legal representatives, heirs, successors in interest, transferees and assigns of any such excluded person or entity. For the avoidance of doubt, “Excluded Stockholders” specifically includes, but it not limited to, JCP Investment Partnership, LP, JCP Investment Partners, LP, JCP Investment Holdings, LLC, JCP Investment Management, LLC, Maryanna Capital Inc., and any other entity through which any of the named Defendants indirectly or directly held

Excluded Stockholders means (i) Defendants and the members of their Immediate Family and any entity formed for the benefit of or under the control of any of the foregoing individuals and entities; (ii) CMC, current or former directors or executive officers of CMC at the time of the Tender Offer, and the

Excluded Stockholders means (i) Defendants; any current or former directors or executive officers of Defendants; the spouses, children, parents, or siblings of said directors and executive officers; and any entity formed for the benefit of or under the control of the foregoing individuals; (ii) record holders and beneficial owners that submitted valid and timely requests for exclusion from the Class; and (iii) record holders and beneficial owners that exercised statutory appraisal rights pursuant to 8 Del. C. § 262 and subsequently released all claimsarising from the Transaction. A list of Excluded Stockholders is set forth on Schedule 1 hereto.

Excluded Stockholders means (i) Dr. Xxxxxxx Xxxxxxxxx, Paramount Capital Asset Management, Inc., the Aries Domestic Fund, L.P. and The Aries Trust (including their Affiliates and Associates), provided, that Dr. Xxxxxxx Xxxxxxxxx, Paramount Capital Asset Management, Inc., the Aries Domestic Fund, L.P. and The Aries Trust (including their Affiliates and Associates) shall not be an Excluded Stockholder if Dr. Xxxxxxx Xxxxxxxxx, Paramount Capital Asset Management, Inc., the Aries Domestic Fund, L.P. and The Aries Trust (including their Affiliates and Associates) become the Beneficial Owner of an aggregate of more than 22% of the outstanding Common Shares without the prior approval of the Board of Directors of the Company; and (ii) Robexxx Xxxrmaceutical Corporation; provided, that Robexxx Xxxrmaceutical Corporation shall not be an Excluded Stockholder if Robexxx Xxxrmaceutical Corporation becomes the Beneficial Owner of more than 22% of the outstanding Common Shares without the prior approval of the Board of Directors of the Company.