KAR Shares definition

KAR Shares means the shares of common stock, par value $0.01 per share, of KAR.
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KAR Shares shall have the meaning set forth in the Separation and Distribution Agreement.
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KAR Shares means the 100% of the [authorised and] issued share capital of KAR that is owned (directly and indirectly) by the Company and pledged in favour of SFK (as herein defined) in connection with the SFK Facility.
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Examples of KAR Shares in a sentence

  • Upon the exercise of a KAR Option, whether by a KAR Group Employee or a SpinCo Group Employee, the exercise price shall be paid to (or otherwise satisfied to the satisfaction of) KAR in accordance with the terms of the KAR Option, and KAR shall be solely responsible for the issuance of KAR Shares, for ensuring the withholding of all applicable Employment Tax on behalf of the employing entity of such holder and for ensuring the remittance of such Employment Taxes to the employing entity of such holder.

  • The Equity Award Deduction in respect of equity based awards held by SpinCo Service Providers as a result of the operation of this Section 4.02 (whether with respect to KAR Shares or SpinCo Shares) will be allocated to SpinCo.

  • The number of KAR Shares subject to each of the adjusted KAR Options will be equal to the number of KAR Shares subject to the KAR Option immediately prior to the Effective Time.

  • Each KAR PRSU granted in 2019 which is outstanding immediately prior to the Effective Time will be converted upon the Effective Time into two separate performance restricted stock units, an adjusted KAR PRSU (the “19 KAR PRSU”) relating to KAR Shares and an adjusted SpinCo PRSU (the “19 SpinCo PRSU”) relating to SpinCo Shares, as set forth below.

  • The number of SpinCo Shares subject to the SpinCo Option will be equal to the number of KAR Shares subject to the KAR Option immediately prior to the Effective Time.

  • The number of SpinCo Shares subject to each 19 SpinCo PRSU will be equal to the number of KAR Shares subject to the corresponding 19 KAR PRSU.

  • The “Closing KAR Stock Price” shall be the per share closing trading price of KAR Shares trading on the “regular way” basis on the last trading day immediately prior to the Distribution Date.

  • The “Opening KAR Stock Price” shall mean the per share closing trading price of KAR Shares, as traded on an ex-distribution basis on the last trading day immediately preceding the Distribution Date.

  • KAR shall be solely responsible for the issuance of KAR Shares in respect of KAR RSUs and KAR Restricted Stock Awards and KAR PRSUs (in each case, regardless of the holder thereof), for ensuring the withholding of all applicable Employment Tax on behalf of the employing or service entity of such holder, and for ensuring the remittance of such Employment Taxes (if applicable) to the employing or service entity of such holder.

  • The Equity Award Deduction in respect of equity based awards held by KAR Service Providers (whether with respect to KAR Shares or SpinCo Shares) will be allocated to KAR.

Related to KAR Shares

  • Unit Shares means the Common Shares comprising part of the Units;

  • Coop Shares Shares issued by a Cooperative Corporation.

  • Shares means the interests of Shareholders corresponding to the redeemable securities of record issued by the Fund under the Investment Company Act of 1940 that are held by the Intermediary.

  • H Shares means the overseas-listed foreign invested shares in the share capital of the Company with a nominal value of RMB1.00 each, which are subscribed for and traded in Hong Kong Dollars;

  • A Shares means a participating share of no par value in the capital of the Fund, denominated in US Dollars;

  • Amalco Shares means common shares in the capital of Amalco;

  • B Shares means a participating share of no par value in the capital of the Fund, denominated in Euro(s);

  • Common Shares means the common shares in the capital of the Company;

  • Option Shares shall have the meaning ascribed to such term in Section 2.2(a).

  • Option Stock shall have the meaning set forth in Section 2(a) hereof.

  • Dividend Shares means the shares of Common Stock issuable in payment of dividends payable on the Preferred Shares in accordance with the terms of the Certificate of Designation.

  • Investor Shares shall have the meaning given in the Recitals hereto.

  • RSU Shares means shares of Common Stock that underlie an RSU.

  • VMTP Shares has the meaning set forth in the preamble to this Agreement.

  • Subscribed Shares means, as of any date of determination, the Subscribed Shares (as defined in the recitals to this Subscription Agreement) and any other equity security issued or issuable with respect to the Subscribed Shares by way of stock split, dividend, distribution, recapitalization, merger, exchange, or replacement, and (ii) “Subscriber” shall include any person to which the rights under this Section 5 shall have been duly assigned.

  • Subscription Shares has the meaning ascribed to it in Section 2.1.

  • Management Shares means a management share in the capital of the ICAV which shall have the right to receive an amount not to exceed the consideration period for such Management Share.

  • Stock Election Shares shall have the meaning set forth in Section 3.2.1.

  • Founder Shares shall have the meaning given in the Recitals hereto and shall be deemed to include the shares of Common Stock issuable upon conversion thereof.

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • Merger Shares has the meaning set forth in Section 2.2(c).

  • Co-op Shares Shares issued by private non-profit housing corporations.

  • Plan Shares means the total number of Common Shares which may be reserved for issuance as Optioned Shares under the Plan as provided in §2.2;

  • Initial Shares means a number of Registrable Securities equal to the lesser of (i) the total number of Registrable Securities and (ii) one-third of the number of issued and outstanding shares of Common Stock that are held by non-affiliates of the Company on the day immediately prior to the filing date of the Initial Registration Statement.

  • Number of Option Shares means shares of Stock, as adjusted from time to time pursuant to Section 9.