Lockup Shares definition

Lockup Shares has the meaning set forth in Section 2(c)(v) below.
Lockup Shares means collectively, the Purchased Shares and the Existing Shares.
Lockup Shares means an amount of 1,050,000 shares of Parent Common Stock with respect to which the holders of Class A Units and Class P Units will agree to retain and forfeit and transfer to the Parent pursuant to the terms of the Joinder Agreement in order to satisfy certain obligations of the holders of Class A Units and Class P Units hereunder.

Examples of Lockup Shares in a sentence

  • The Holder hereby covenants to Parent that the Holder will give notice to Parent of any transfer of Lock-up Shares pursuant to this Section 2 of the Agreement, with such notice given in accordance with Section 5 of this Agreement.

  • Subject to Section 5.2, each Lock-up Party agrees that it shall not Transfer any Lock-up Shares prior to the end of the Lock-up Period (the “Lock-up”).

  • Holder further agrees that the Company is authorized to and the Company agrees to place “stop orders” on its books to prevent any transfer of the Lockup Shares held by Holder in violation of this Agreement.

  • Subject to Section 5.2 and Section 5.3, each Lock-up Party agrees that it shall not Transfer any Lock-up Shares prior to the end of, in respect of such Lock-up Party, the applicable Lock-up Period (the “Lock-up”).

  • In the event of any stock split, stock dividend, recapitalization, reorganization or similar transaction, any securities issued with respect to Voting Shares held by the Stockholder Parties shall become Voting Shares for purposes of this Agreement (and any securities issued with respect to Lock-up Shares held by Stockholder Parties shall become Lock-up Shares for purposes of this Agreement).


More Definitions of Lockup Shares

Lockup Shares means as to each Shareholder (i) initially, the respective shares of Common Stock issued to such Shareholder upon the closing under the Acquisition Agreement on the date hereof, and (ii) upon the making of the post-closing adjustments required by the Acquisition Agreement, such shares (a) plus the shares of Common Stock additionally issued by the Company to such Shareholder or (b) minus the shares of Common Stock returned by such Shareholder or the Escrow Agent to the Company, as the case may be, pursuant to such adjustments, subject in any case to customary adjustment for any subsequent stock split, stock dividend or similar event.
Lockup Shares shall have the meaning set forth in Section 2.15(a).
Lockup Shares has the meaning assigned to such term in the Acquisition Amendment;
Lockup Shares has the meaning set forth in Section 12.5.
Lockup Shares means (A) the shares of Class A common stock that the Lockup Holders hold or have a right to receive as a result of the transactions contemplated by the Agreement and Plan of Merger and are held by the Lockup Holders following the closing of the Business Combination Transaction (other than shares of Class A common stock acquired in the public market or pursuant to a transaction exempt from registration under the Securities Act of 1933, as amended, pursuant to a subscription agreement where the issuance of shares of Class A common stock occurs on or after the closing of the Business Combination Transaction), (B) the Legacy Equity Award Shares and (C) the Class A Preferred Stock, including the shares of Class A common stock issuable upon conversion of the Class A Preferred Stock; and
Lockup Shares means ________ shares of the Company’s common stock (the “Common Stock”) currently held by Stockholder. For clarification, any additional shares of Common Stock, or any or any securities convertible into or exercisable or exchangeable for Common Stock (including without limitation Common Stock or any securities convertible into or exercisable or exchangeable for Common Stock that may be deemed to be beneficially owned by the undersigned in accordance with the rules and regulations of the U.S. Securities and Exchange Commission), currently held or acquired by Stockholder after the date of this Agreement are not and will not be subject to the restrictions set forth in this Agreement.
Lockup Shares means all shares of Common Stock to which all right, title and interest owned by any Shareholder as of the Effective Date of this Agreement and all securities of SunPharm convertible into or exchangeable for and any rights to purchase or acquire Common Stock of SunPharm including all such stock of SunPharm now owned by any Shareholder and his spouse as community property or as separate property. All references herein to the stock owned by a Shareholder include the community interest of such Shareholder's spouse in such stock and all obligations of a Shareholder under this Agreement include like obligations on the part of his spouse. The termination of the marital relationship of any Shareholder and his spouse for any reason shall not have the effect of removing any stock of SunPharm otherwise subject to this agreement from the coverage hereof.