Net Exercise Shares definition

Net Exercise Shares has the meaning set forth in Section 2.11(b).
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Net Exercise Shares means for each holder of Vested Qualifying Options, the total number of CB Common Shares equal to the aggregate Vested Qualifying Options held by such holder multiplied by (i) the Per Option Cash Amount, divided by (ii) the Per Share Cash Amount.
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Net Exercise Shares with respect to any Company Option means the number of shares of Company Common Stock that would be issued upon exercise of such Company Option immediately prior to the Effective Time minus the number of shares of Company Common Stock that have a fair market value (as determined pursuant to the next sentence) equal to the sum of (A) the aggregate exercise price of such Company Option plus (B) the minimum amount required to be withheld to satisfy applicable tax withholding requirements. Solely for purposes of determining the number of Net Exercise Shares issuable with respect to any Company Option, the fair market value of a share of Company Common Stock shall equal the product of (i) the Participating Amount Per Share multiplied by (ii) a fraction, the numerator of which is the closing price of a share of Parent Common Stock on the last trading day ending prior to the Effective Time and the denominator of which is the Transaction Share Price.
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Examples of Net Exercise Shares in a sentence

  • The Grantee shall not be required to pay to the Company any sum with respect to the exercise of such Options, other than a sum equal to the aggregate nominal value of the Net Exercise Shares (which shall be paid in a manner provided in Section 8.2 above) (the “ Nominal Value Sum”).

  • The Grantee shall not be required to pay to the Company any sum with respect to the exercise of such Options, other than a sum equal to the aggregate nominal value of the Net Exercise Shares (which shall be paid in a manner provided in Section 9.5 below) (the “ Nominal Value Sum”).

  • The Grantee shall not be required to pay to the Company any sum with respect to the exercise of such Options, other than a sum equal to [the aggregate nominal value of the Net Exercise Shares (which shall be paid in a manner provided in Section 9.5 below) (the “ Nominal Value Sum”).

  • In lieu of the payment of the Exercise Price in cash, the Holder shall have the right (but not the obligation), during the Exercise Period, to require the Company to convert this Warrant (the "Conversion Right"), in whole or in part, into the Shares as provided for in this Section (the "Net Exercise Shares").

  • Solely in the case of the Underwriters' Warrants and the Insider Warrants, in lieu of the payment of the Warrant Price in cash, the registered holder of the Warrant shall have the right (but not the obligation), during the Exercise Period, to require the Company to convert any exercisable but unexercised portion of the Warrant (the "Conversion Right"), in whole but not in part, into the shares of Common Stock as provided for in this subsection (the "Net Exercise Shares").

  • The Grantee shall not be required to pay to the company any sum with respect to the exercise of such Options, other than a sum equal to the aggregate nominal value of the Net Exercise Shares (which shall be paid in a manner provided in Section 9.4 above) (the “Nominal Value Sum”).

  • The Grantee shall not be required to pay to the Company any sum with respect to the exercise of such Options, other than a sum equal to the aggregate value of the Net Exercise Shares (which shall be paid in a manner provided in Section 9.4 above) (the “ Par Value Sum”).

  • The Grantee shall not be required to pay to the Company any sum with respect to the exercise of such Options, other than a sum equal to the aggregate par value of the Net Exercise Shares (which shall be paid in a manner provided in Section 9.5 below) (the “ Par Value Sum”).

  • The Grantee shall not be required to pay to the Company any sum with respect to the exercise of such Options, other than a sum equal to the aggregate par value of the Net Exercise Shares (which shall be paid in a manner provided in Section 8.2 above) (the “ Par Value Sum”).

  • Upon exercise of the Options, the Company shall issue to the Participant (or for his benefit) the Net Exercise Shares (as defined below), and the following formula shall apply:X = Y(A — B)A - NWhereas:X = The number of Shares resulting from the exercise of the Options (the "Net Exercise Shares").Y = The number Options in respect of which a Notice of Exercise has been delivered to the Company.A = The Fair Market Value.B = The Exercise Price.N = The par Value of a Share.

Related to Net Exercise Shares

  • Exercise Shares means the shares of Common Stock issuable upon exercise of this Warrant.

  • Warrant Exercise Price means $0.01 per share.

  • Warrant Shares means the shares of Common Stock issuable upon exercise of the Warrants.

  • Common Warrant Shares means the shares of Common Stock issuable upon exercise of the Common Warrants.

  • Current Warrant Price means, in respect of a share of Common Stock at any date herein specified, the price at which a share of Common Stock may be purchased pursuant to this Warrant on such date.

  • Warrant Exercise Period shall commence (subject to Section 6(d) below), on the later of:

  • Net Exercise means a Net Exercise as defined in Section 6.3(b)(iii).

  • Warrant Share Number means at any time the aggregate number of shares of Warrant Stock which may at such time be purchased upon exercise of this Warrant, after giving effect to all prior adjustments and increases to such number made or required to be made under the terms hereof.

  • Adjustment Shares shall have the meaning set forth in Section 11(a)(ii) hereof.

  • Initial Exercise Price shall have the meaning set forth in Section 2.4.1.

  • Warrant Stock means Common Stock issuable upon exercise of any Warrant or Warrants or otherwise issuable pursuant to any Warrant or Warrants.

  • Initial Warrant Exercise Date means __________, 1997.

  • Aggregate Option Exercise Price means, as of any date of determination, the sum of the exercise prices payable upon exercise in full of all Vested Options held by all Optionholders immediately prior to the Effective Time, based on the Estimated Merger Consideration or the Final Adjusted Merger Consideration, as applicable.

  • Warrant Share Delivery Date shall have the meaning set forth in Section 2(d)(i).

  • Option Exercise Price means the price at which a share of Common Stock may be purchased upon the exercise of an Option.

  • Payment Shares has the meaning set forth in Section 2.02;

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

  • Additional Shares shall have the meaning specified in Section 14.03(a).

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

  • Company Convertible Securities means, collectively, any other options, warrants or rights to subscribe for or purchase any capital shares of the Company or securities convertible into or exchangeable for, or that otherwise confer on the holder any right to acquire any capital shares of the Company.

  • U.S. Warrantholder means any (a) Warrantholder that (i) is a U.S. Person, (ii) is in the United States, (iii) received an offer to acquire Warrants while in the United States, or (iv) was in the United States at the time such Warrantholder’s buy order was made or such Warrantholder executed or delivered its purchase order for the Warrants or (b) person who acquired Warrants on behalf of, or for the account or benefit of, any U.S. Person or any person in the United States;

  • Settlement Shares With respect to any Settlement Date, a number of Shares, not to exceed the Base Amount, designated as such by Party B in the related Settlement Notice or by Party A pursuant to “Termination Settlement” below; provided that on the Maturity Date the number of Settlement Shares shall be equal to the Base Amount on such date.

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

  • Warrant Price as used in this Agreement shall mean the price per share at which shares of Common Stock may be purchased at the time a Warrant is exercised. The Company in its sole discretion may lower the Warrant Price at any time prior to the Expiration Date (as defined below) for a period of not less than twenty (20) Business Days, provided, that the Company shall provide at least twenty (20) days prior written notice of such reduction to Registered Holders of the Warrants and, provided further that any such reduction shall be identical among all of the Warrants.

  • Qualifying Preferred Stock means non-cumulative perpetual preferred stock of the Corporation that (a) ranks pari passu with or junior to all other preferred stock of the Corporation, and (b) either (x) is subject to a Qualifying Replacement Capital Covenant or (y) is subject to Intent-Based Replacement Disclosure and has a provision that prohibits the Corporation from paying any dividends thereon upon its failure to satisfy one or more financial tests set forth therein, and (c) as to which the transaction documents provide for no remedies as a consequence of non-payment of dividends other than Permitted Remedies.

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