Non-Employee Director definition

Non-Employee Director means a Director who either (i) is not a current employee or officer of the Company or an Affiliate, does not receive compensation, either directly or indirectly, from the Company or an Affiliate for services rendered as a consultant or in any capacity other than as a Director (except for an amount as to which disclosure would not be required under Item 404(a) of Regulation S-K promulgated pursuant to the Securities Act (“Regulation S-K”)), does not possess an interest in any other transaction for which disclosure would be required under Item 404(a) of Regulation S-K, and is not engaged in a business relationship for which disclosure would be required pursuant to Item 404(b) of Regulation S-K; or (ii) is otherwise considered a “non-employee directorfor purposes of Rule 16b-3.
Non-Employee Director means a member of the Board who is not an Employee.
Non-Employee Director means a member of the Board who is not also an employee of the Company or any Subsidiary.

Examples of Non-Employee Director in a sentence

  • The Committee shall have the authority to grant any Consultant or Non-Employee Director one or more Non-Qualified Stock Options.

  • A Non-Employee Director who is elected or re-elected as a member of the Board will be eligible to receive an Award under this Section 12.

  • The vesting and exercise of Awards granted to a prospective Eligible Individual are conditioned upon such individual actually becoming an Eligible Employee, Consultant or Non-Employee Director, respectively.

  • The Non-Employee Director Equity Compensation Policy shall set forth the type of Award(s) to be granted to Non-Employee Directors, the number of Shares to be subject to Non-Employee Director Awards, the conditions on which such Awards shall be granted, become exercisable and/or payable and expire, and such other terms and conditions as the Administrator shall determine in its sole discretion.

  • Nothing in this Plan shall entitle any Employee, Key Advisor, Non-Employee Director or other person to any claim or right to be granted a Grant under this Plan.


More Definitions of Non-Employee Director

Non-Employee Director means a Director who is not an Employee.
Non-Employee Director means a Director of the Company who is not an Employee.
Non-Employee Director means a member of the Board who qualifies as a “Non-Employee Director” as defined in Rule 16b-3(b)(3) of the Exchange Act, or any successor definition adopted by the Board.
Non-Employee Director means a Director who is a “non-employee director” within the meaning of Rule 16b-3.
Non-Employee Director means a member of the Board who is not an employee of the Company or any Affiliate.
Non-Employee Director means a Director who is not an Employee of the Company or any Parent or Subsidiary.
Non-Employee Director means a Director of the Company who either (i) is not a current Employee or Officer of the Company or its parent or a subsidiary, does not receive compensation (directly or indirectly) from the Company or its parent or a subsidiary for services rendered as a consultant or in any capacity other than as a Director (except for an amount as to which disclosure would not be required under Item 404(a) of Regulation S-K promulgated pursuant to the Securities Act (“Regulation S-K”)) and does not possess an interest in any other transaction as to which disclosure would be required under Item 404(a) of Regulation S-K; or (ii) is otherwise considered a “non-employee directorfor purposes of Rule 16b-3.