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 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 the Amin Stockholders and the Management Stockholders.

Examples of Excluded Stockholders in a sentence

• In general, an "Acquiring Person" is a person, the affiliates or associates of such person, or a group, which has acquired beneficial ownership of 15% or more of the outstanding Common Shares; provided that certain "Excluded Stockholders" as defined in the Rights Agreement may have greater beneficial ownership without becoming an "Acquiring Person".

• The Board of Directors of the Company has authorized the issuance of one Contingent Value Right (a "Contingent Value Right") for each share of Common Stock of the Company issued and outstanding as of the Close of Business (as such terms are hereinafter defined) on May 1, 1998 (the "Record Date"), other than shares of Common Stock which are beneficially owned by the Excluded Stockholders (as hereinafter defined).

• The Company has received the opinion of the Financial Advisor (the “Fairness Opinion”) to the effect that, based upon and subject to the qualifications and assumptions set forth therein, the Offer Price is fair, from a financial point of view, to the holders of shares of Class A Common Stock and Class B Common Stock (other than the Excluded Stockholders (as defined therein)), and, as of the Agreement Date, such Fairness Opinion has not been withdrawn, revoked or modified.

• This Agreement and the transactions contemplated hereby shall have been approved by the stockholders of Seller by (i) the Seller Requisite Vote and (ii) a majority of the votes actually cast affirmatively or negatively by holders of outstanding shares of HSA Common Stock other than Excluded Stockholders.

• In addition to the foregoing, Plaintiffs’ Counsel may request from Stipulating Defendants (except for MDLY) any additional information as may be required to distribute the Net Settlement Amount to Eligible Class Members and to ensure that the Net Settlement Amount is paid only to Eligible Class Members and not to Excluded Stockholders.

More Definitions of Excluded Stockholders

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 (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.

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 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 shall include 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; and the Immediate Family Members (as defined below) of any Individual Defendant (other than with respect to the Designated Family Member

Excluded Stockholders means Certus, Defendants, and all officers, directors, and managing partners of Certus or ICS prior to April 1, 2014, to the extent any of the foregoing actually are stockholders of Certus (“Excluded Officers, Directors and Partners”); members of the Immediate Family of each of the Individual Defendants and of each of the Excluded Officers, Directors and Partners; any person or entity in which any Defendant, Certus, or any of the

Excluded Stockholders means all persons and entities that