RemainCo Options definition

RemainCo Options means options to purchase shares of RemainCo Common Stock and stock appreciation rights with respect to shares of RemainCo Common Stock, in either case granted pursuant to any of the RemainCo Legacy Equity Plans before the Distribution Date.
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RemainCo Options means unexercised vested or unvested stock option right issued under the RemainCo Equity and Incentive Plans, which are subject to vesting (if applicable) and forfeiture restrictions and is outstanding immediately prior to the Effective Time.
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Examples of RemainCo Options in a sentence

  • RemainCo Options held by non-U.S. RemainCo Participants and non-U.S. SpinCo Participants shall be treated in the same manner as set forth in paragraphs (a)-(c) above, as applicable, unless it is determined that such treatment would result in adverse tax consequences under applicable non-U.S. tax laws, in which case such RemainCo Options shall be adjusted in an alternative manner that will, to the extent possible, avoid such adverse tax consequences.

  • The Parties acknowledge and agree that blackout periods may be implemented with respect to the Remaining RemainCo Options, Post-Distribution RemainCo Options and the SpinCo Options for administrative reasons in accordance with the terms of the RemainCo Stock Plan or the SpinCo Stock Plan, as applicable.

  • Each of the Parties shall establish an appropriate administration system in order to handle, in an orderly manner, exercises of RemainCo Options and SpinCo Options and the settlement of RemainCo Deferred Stock Awards and SpinCo Deferred Stock Awards.

  • Each of the Replacement SpinCo Options and the Post-Distribution RemainCo Options shall have the same comparative ratio of the exercise price to the Post-Distribution SpinCo Share Price and Post-Distribution RemainCo Share Price, respectively, as the exercise price of the RemainCo Option being replaced to the Pre-Distribution RemainCo Share Price, provided that the exercise price for each Replacement SpinCo Option and each Post-Distribution RemainCo Option shall be rounded up to the nearest whole cent.

  • Except as provided in the foregoing provisions of this Section 3.4(c), Replacement SpinCo Options and Post-Distribution RemainCo Options shall be granted on such terms which are in all material respects identical (including with respect to vesting) to the terms of the RemainCo Options with respect to which they are granted.

  • Except as provided in the foregoing provisions of this Section 3.4(b), Post-Distribution RemainCo Options shall be granted on terms which are in all material respects identical (including with respect to vesting) to the terms of the RemainCo Options which they replace.

  • Except as provided in the foregoing provisions of this Section 3.4(a), Replacement SpinCo Options granted under this Section 3.4(a) shall be granted on terms which are in all material respects identical (including with respect to vesting) to the terms of the RemainCo Options which they replace.

  • Prior to the Distribution Date, RemainCo shall waive any applicable exercise or forfeiture restrictions with respect to outstanding RemainCo Options under the RemainCo 1996 Stock Plan held by SpinCo Participants that would otherwise apply as a result of the Distribution or a transfer of employment from a member of the RemainCo Group to a member of the SpinCo Group in connection with the Distribution so that neither the Distribution nor any such transfer shall cause such RemainCo Options to expire.

  • RemainCo may determine, in its sole discretion, that, for reasons of administrative convenience, RemainCo Options shall not be exercisable, and that RemainCo RSU Awards and RemainCo Performance Unit Awards shall not be settled, in each case, during a period beginning on a date prior to the Distribution Date determined by RemainCo in its sole discretion, and continuing until reasonably practicable after the Effective Time.

  • Each of the Parties shall establish an appropriate administration system in order to handle, in an orderly manner that complies with applicable Laws, (i) exercises of SpinCo Options and RemainCo Options, (ii) the settlement of other SpinCo Equity Awards and RemainCo Equity Awards, (iii) the vesting of SpinCo Equity Awards and RemainCo Equity Awards and (iv) the satisfaction of applicable withholding taxes with respect to SpinCo Equity Awards and RemainCo Equity Awards.

Related to RemainCo Options

  • Unvested Company Option means any Company Option that is not a Vested Company Option.

  • Vested Company Option means each Company Option outstanding as of immediately prior to the Effective Time that is vested as of such time or will vest in connection with the consummation of the transactions contemplated hereby (whether at the Effective Time or otherwise).

  • Parent Options means options to purchase shares of Parent Common Stock from Parent (whether granted by Parent pursuant to the Parent Option Plans, assumed by Parent or otherwise).

  • Company Options means options to purchase shares of Company Common Stock.

  • Company Option Plans means the Company’s 1999 Stock Option Plan and 2000 Stock Plan, each as amended, or any other compensatory option plans or Contracts of the Company, including, without limitation, option plans or Contracts assumed by the Company pursuant to a merger or acquisition.

  • Company RSU Award means any award of restricted stock units or performance stock units outstanding under the Company Stock Plans.

  • Company Option means an option to purchase shares of Company Common Stock.

  • Company Stock Plans has the meaning set forth in Section 3.02(b).

  • Company Stock Option Plans means the 1996 Equity Incentive Plan, 1998 Stock Option Plan for Non-Employee Directors and 1999 Employee Stock Option Plan.

  • Stock Plans shall have the meaning set forth in Section 3.7.

  • Company Stock Options means issued and outstanding options to acquire Company Common Stock which were granted under the Company Stock Option Plans.

  • Parent Stock Plans has the meaning set forth in Section 4.5(a).

  • Parent Option means an option to purchase shares of Parent Common Stock.

  • 3(i) Option means an Option granted pursuant to Section 3(i) of the Ordinance to any person who is Non- Employee.

  • Company SAR means any stock appreciation right linked to the price of Company Common Stock and granted under any Company Stock Plan.

  • Company RSUs means any restricted stock units granted under any of the Company Equity Plans.

  • Option Plans has the meaning set forth in Section 2.6 below.

  • Equity Awards will mean Executive’s outstanding stock options, stock appreciation rights, restricted stock units, performance shares, performance stock units and any other Company equity compensation awards.

  • Prior Plans means, collectively, the Company’s 2006 Long-Term Incentive Plan, as amended, 2009 Long-Term Incentive Plan, 2012 Long-Term Incentive Plan and 2013 Long-Term Incentive Plan. Awards granted under the Prior Plans continue to be governed under the terms of those Prior Plans.

  • Vested Options means the Options that have vested in accordance with Section 2.2 of this Agreement.

  • SpinCo Common Stock means the common stock, par value $0.01 per share, of SpinCo.

  • Company Option Plan means, either individually or collectively, the Company’s 2000 Employee Incentive Stock Option Plan and 2003 Employee Incentive Stock Option Plan.

  • Stock Options means the collective reference to "Incentive Stock Options" and "Other Stock Options".

  • Employee Option means an Option granted pursuant to Section 5.

  • SARS means the South African Revenue Service.

  • Stock Option Plans means any stock option plan now or hereafter adopted by the Partnership or the General Partner.