Large Stockholder definition

Large Stockholder means a Person that is the Beneficial Owner of more than ten percent (10%) of the outstanding shares of Common Stock on a Fully Diluted Basis.
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Large Stockholder means, as of the Effective Date, each of (i) SP and (ii) CG.
Sample 1

Examples of Large Stockholder in a sentence

  • Special meetings of the Board of Directors may be called by the Chairman or, prior to the 33- 1/3% Trigger Date, by any director who is employed by a Large Stockholder, on forty-eight (48) hours’ notice to each director, either personally or by mail or by electronic transmission; special meetings shall be called by the President or the Secretary in like manner and on like notice on the written request of two directors.

  • The right of a Designating Stockholder to designate a Director pursuant to this ‎Section 2.01 shall cease following the Large Stockholder Termination Date, the Joint Minority Designating Stockholder Termination Date or the date upon which SP no longer has the right to designate the Continuing Large Stockholder Director, as applicable.

  • Subject to the following proviso, the Board of Directors shall select a Director (other than the CEO Director) to serve as the Chairman of the Board (the “Chairman”) from time to time, having such responsibilities as are determined by the Board of Directors; provided that the Large Stockholders shall have the right to jointly select the initial Director that shall be designated as the Chairman (which may be a Large Stockholder Director or another Director (other than the CEO Director)).

  • The premiums paid in the Selected Large Stockholder Transactions (i) based on the target company's closing stock price four weeks prior to the public announcement of such transactions, ranged from 1% to 69% (with a median of 26%); (ii) based on the target's closing stock price one week prior to the public announcement, ranged from 8% to 70% (with a median of 21%), and (iii) based on the target's closing stock price one day prior to the public announcement ranged from (1%) to 66% (with a median of 18%).

  • The Financial Advisor compared the premiums paid in 24 transactions (the "Selected Large Stockholder Transactions") having a transaction valuation over $100 million and where the bidder owned at least 40% of the outstanding shares prior to the transaction consisting of (acquiror/target, date announced): MascoTech, Inc./TriMas Corporation (December 11, 1997), Rexel S.A./Rexel Inc.

Related to Large Stockholder

  • Common Stockholder means the employee of, consultant to, or director of the Company or other person to whom shares of Common Stock are issued pursuant to this Plan.

  • Class B Stockholder means (i) the registered holder of a share of Class B Common Stock at the Effective Time and (ii) the initial registered holder of any shares of Class B Common Stock that are originally issued by the Corporation after the Effective Time.

  • 10% Stockholder means the owner of stock (as determined under Code Section 424(d)) possessing more than ten percent (10%) of the total combined voting power of all classes of stock of the Corporation (or any Parent or Subsidiary).

  • Company Stockholder means the holder of either a share of Company Common Stock or a share of Company Preferred Stock.

  • Company Shareholder means a holder of one or more Company Shares;

  • Preferred Shareholder means any holder of Preferred Shares.

  • Eligible Stockholder means a person who has either (1) been a record holder of the shares of common stock of the Corporation used to satisfy the eligibility requirements in Section 3.2(d) continuously for the required three-year period or (2) provides to the Secretary of the Corporation, within the time period referred to in Section 3.2(e), evidence of continuous Ownership of such shares for such three-year period from one or more securities intermediaries.

  • Major Stockholder means any such Person.

  • 10% Shareholder means a person who owns, directly or indirectly, stock possessing more than 10% of the total combined voting power of all classes of stock of the Company or any Parent or Subsidiary of the Company. Indirect ownership of stock shall be determined in accordance with Code Section 424(d).

  • Principal Shareholder means any corporation, Person or other entity which is the beneficial owner, directly or indirectly, of five percent (5%) or more of the outstanding Shares of any class or series and shall include any affiliate or associate, as such terms are defined in clause (ii) below, of a Principal Shareholder. For the purposes of this Section, in addition to the Shares which a corporation, Person or other entity beneficially owns directly, (a) any corporation, Person or other entity shall be deemed to be the beneficial owner of any Shares (i) which it has the right to acquire pursuant to any agreement or upon exercise of conversion rights or warrants, or otherwise (but excluding share options granted by the Trust) or (ii) which are beneficially owned, directly or indirectly (including Shares deemed owned through application of clause (i) above), by any other corporation, Person or entity with which its "affiliate" or "associate" (as defined below) has any agreement, arrangement or understanding for the purpose of acquiring, holding, voting or disposing of Shares, or which is its "affiliate" or "associate" as those terms are defined in Rule 12b-2 of the General Rules and Regulations under the Securities Exchange Act of 1934, and (b) the outstanding Shares shall include Shares deemed owned through application of clauses (i) and (ii) above but shall not include any other Shares which may be issuable pursuant to any agreement, or upon exercise of conversion rights or warrants, or otherwise.

  • Transferring Shareholder has the meaning set forth in Section 5.2(a).

  • Class A Shareholder means a holder of Class A Shares;

  • Parent Stockholders means the holders of Parent Common Stock.

  • Significant Stockholder means Allied Irish Banks, p.l.c., a limited liability company incorporated under the laws of Ireland having its registered office at Bankcentre, Ballsbridge, Dublin 4, Ireland, and any successor thereto.

  • Management Stockholder shall have the meaning set forth in the introductory paragraph.

  • Transferring Stockholder has the meaning assigned to such term in Section 3.4(a).

  • Common Stockholders means holders of shares of Common Stock.

  • Stockholder means, with respect to any Person, each holder of Stock of such Person.

  • Shareholder means a person who owns shares in the company and is actively involved in the management of the enterprise or business and exercises control over the enterprise.

  • Eligible Shareholder means an existing or new investor of the Company that is eligible at the ACD’s discretion to invest in the Class X Shares upon entering into an agreement with the ACD and fulfilling the eligibility conditions set by the ACD from time to time.

  • 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.

  • Public Stockholders means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including the Sponsor (as defined below) to the extent it acquires such shares of Common Stock in the aftermarket (and solely with respect to such shares of Common Stock). “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day.

  • Scheme Shareholder means a person who is registered in the Register as the holder of one or more Scheme Shares as at the Record Date.

  • Selling Shareholder has the meaning set forth in Section 3.04(a).

  • Principal Stockholder means, collectively, (i) the Sponsor and (ii) any affiliate or successor of a person referenced in clauses (i) and (ii) of this definition.