Next Annual Meeting definition

Next Annual Meeting means the next annual meeting of the shareholders of the Company after the date hereof, which meeting shall be held on or prior to May 27, 2014.

Next Annual Meeting means the Company’s first (1st) regularly scheduled annual meeting of stockholders occurring following the Completion Date (as such meeting may be adjourned or postponed).

Next Annual Meeting has the meaning set forth in Section 6.23.

Examples of Next Annual Meeting in a sentence

• Such award will be granted on the same date that the director is granted his or her New Director Equity Award and will vest in full on the date of the Next Annual Meeting, provided that the director has served continuously as a member of the Board during the vesting period, and will vest in full in the event that the Company is subject to a Change in Control or in the event of the director’s death.

• Such award will vest in full on the date of the Next Annual Meeting, provided that the director has served continuously as a member of the Board during the vesting period, and will vest in full in the event that the Company is subject to a Change in Control or in the event of the director’s death.

• If such director’s appointment to the Board becomes effective after the date of the Annual Meeting, such award will be pro-rated based on the number of whole months that the director serves on the Board before the Next Annual Meeting.

• The Company agrees to hold the Next Annual Meeting no later than sixty (60) days following the filing of the Audited Financial Statements.

• If the Company does not obtain Stockholder Approval at the Next Annual Meeting, the Company shall in addition to satisfying clauses (i), (ii) and (iii) as contemplated above, call a special meeting of its shareholders as soon as reasonably practicable but in no event later than ninety (90) days following the Next Annual Meeting to seek Stockholder Approval and shall continue such process until the date Stockholder Approval is obtained.

• Notwithstanding the foregoing, the Plan shall be submitted to stockholders of the Company for approval at the next annual meeting of stockholders convened after the date of the Plan (“Next Annual Meeting”) and if the Plan is not approved by stockholders at the Next Annual Meeting, all Options granted before the Next Annual Meeting shall automatically become null and void.

• Dunne West 717 Sprague Avenue, Suite 1100, Spokane, Washington 99204 Mr. Wallace Bartley 90 Baywood Village Drive, Washington 98382 Mr. Jeffrey Wornbolt 321 Emerald Drive, Kellez, Idaho 83837 Mr. Eart Mithague East 18811 Grace Court, Washington 99027 The named individuals shall serve until the Next Annual Meeting of Shareholders and until their successors are elected and qualified unless they resign or are removed.

• For the avoidance of doubt, if the Conditional Independent Appointee is appointed prior to the mailing of the Company’s definitive proxy statement for the Next Annual Meeting, the Conditional Independent Appointee shall stand for election at the Next Annual Meeting along with the other Director Nominees.

• Any Starboard Replacement Director designated pursuant to this Section 1(a)(vii) that is replacing an Appointed Director prior to the mailing of the Company’s definitive proxy statement for the Next Annual Meeting shall stand for election at the Next Annual Meeting together with the other Director Nominees.

• Xxxxx (the “New Nominee”) as a Company director and (b) nominate the New Nominee for election as a Company director at the Company’s first annual general meeting of shareholders following the date hereof (the “Next Annual Meeting”) (other than in the case of the refusal or inability of the New Nominee to serve), together with the other persons included in the Company’s slate of nominees for election as directors at the Next Annual Meeting.

More Definitions of Next Annual Meeting

Next Annual Meeting has the meaning set forth in Section 6.23. “Northwest Bank” has the meaning set forth in the Recitals to this Agreement. “Notice Period” has the meaning set forth in Section 6.06(d)(ii). “NWBI” has the meaning set forth in the Preamble to this Agreement. “NWBI Articles” means the Articles of Incorporation of NWBI, as amended. “NWBI Board” means the Board of Directors of NWBI. “NWBI Bylaws” means the amended and restated bylaws of NWBI. “NWBI Common Stock” means shares of common stock, $0.01 par value, of NWBI. “NWBI Common Stock Closing Price” has the meaning set forth in Section 3.02(b)(v). “NWBI Disclosure Schedule” has the meaning set forth in Section 5.02. “NWBI Equity Incentive Plan” means the Northwest Bancshares, Inc. 2022 Equity Incentive Plan. “NWBI Market Price” shall mean the volume average weighted closing sale price of a NWBI Common Share on NASDAQ during the 20 consecutive trading days immediately preceding the date of this Agreement. “NWBI Market Value” means, as of any specified date, the average of the volume weighted daily closing sales prices of a share of NWBI Common Stock as reported on NASDAQ for the ten consecutive trading days immediately preceding such specified date. “NWBI SEC Reports” has the meaning set forth in Section 5.02(f)(ii). “Old Certificates” has the meaning set forth in Section 3.01(b). “Other Subsidiaries Actions” has the meaning set forth in Section 6.22. “PABCL” means the Pennsylvania Business Corporation Law, Title 15 of the Pennsylvania Consolidated Statutes, as amended, the Pennsylvania Associations Code, as amended, and the Pennsylvania Entity Transaction Law, 15 Pa. C.S. §3.11 et seq., as amended. “PADOBS” means the Pennsylvania Department of Banking and Securities. “PADOS” means the Pennsylvania Department of State Bureau of Corporations and Charitable Organizations.

Next Annual Meeting means the first annual meeting of the stockholders held following the Closing Date.

Next Annual Meeting shall have the meaning set forth in Section 4.15.