Restricted Shares Award definition

Restricted Shares Award shall have the meaning ascribed to such term in Section 1 of this Agreement.
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Restricted Shares Award means an Award of Restricted Shares subject to such restrictions and conditions as the Administrator may determine at the time of grant. “Restricted Share Units” means an Award of share units subject to such restrictions and conditions as the Administrator may determine at the time of grant. “Sale Event” shall mean (i) the sale of all or substantially all of the assets of the Company on a consolidated basis to an unrelated person or entity, (ii) a merger, reorganization or consolidation pursuant to which the holders of the Company’s outstanding voting power and outstanding shares immediately prior to such transaction do not own a majority of the outstanding voting power and outstanding shares or other equity interests of the resulting or successor entity (or its ultimate parent, if applicable) immediately upon completion of such transaction, (iii) the sale of all of the Shares of the Company to an unrelated person, entity or group thereof acting in concert, or (iv) any other transaction in which the owners of the Company’s outstanding voting power immediately prior to such transaction do not own at least a majority of the outstanding voting power of the Company or any successor entity immediately upon completion of the transaction other than as a result of the acquisition of securities directly from the Company. “Sale Price” means the value as determined by the Administrator of the consideration payable, or otherwise to be received by shareholders, per Share pursuant to a Sale Event. “Section 409A” means Section 409A of the Code and the regulations and other guidance promulgated thereunder. “Service Relationship” means any relationship as an employee, director or Consultant of the Company or any Affiliate (e.g., a Service Relationship shall be deemed to continue without interruption in the event an individual’s status changes from full-time employee to part-time employee or Consultant). “Shares” means the common shares of the Company, subject to adjustments pursuant to Section 3. “Share Appreciation Right” means an Award entitling the recipient to receive Shares (or cash, to the extent explicitly provided for in the applicable Award Certificate) having a value equal to the excess of the Fair Market Value of the Shares on the date of exercise over the exercise price of the Share Appreciation Right multiplied by the number of Shares with respect to which the Share Appreciation Right shall have been exercised. “Subsidiary” means any corporation or other entit...
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Restricted Shares Award. AND "RESTRICTED SHARES AWARD AGREEMENT" - shall have the meanings ascribed to such terms in the Prior Agreement.
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Examples of Restricted Shares Award in a sentence

  • Each Restricted Shares Award shall be evidenced by an Award Agreement that shall specify the number of Restricted Shares, the restricted period(s) applicable to the Restricted Shares, the conditions upon which the restrictions on the Restricted Shares will lapse and such other terms and conditions as the Committee shall determine and which are not inconsistent with the terms and conditions of the Plan.

  • Certificates will be transferred to you only as provided in paragraph 3 of this Restricted Shares Award section.

  • You agree to consult with any tax consultants you think advisable in connection with tax issues regarding your Non-Qualified Stock Option Award, Restricted Shares Award and Performance Share Award and you acknowledge that you are not relying, and will not rely, on the Company or any Affiliate for any tax advice.

  • The Non-Qualified Stock Option Award, Restricted Shares Award and Performance Share Award and this Agreement are subject to the terms and conditions of the Plan.

  • Any such Shares that become vested under this paragraph 7 will not be forfeited under paragraph 8 of this Restricted Shares Award section.

  • The Committee shall require that the stock certificates evidencing the Restricted Shares be held in custody by the Company until the restrictions thereon shall have lapsed, and that, as a condition of any Restricted Shares Award, the participant shall have delivered to the Company a stock power, endorsed in blank, relating to the Shares covered by that Award.

  • During the Period of Restriction you will have all of the rights of a stockholder of the Company with respect to the Restricted Shares subject to the provisions of paragraph 2 of this Restricted Shares Award section.

  • Notwithstanding anything contained herein to the contrary, the Board shall have the authority to remove any or all of the restrictions on the Restricted Shares whenever it may determine that, by reason of changes in applicable laws or other changes in circumstances arising after the date of the Restricted Shares Award, such action is appropriate.

  • The Administrator may require that any share certificates evidencing such shares be held in custody by the Company or any third party determined by the Company, until the restrictions thereon shall have lapsed, and that, as a condition of any Restricted Shares Award, the Participant shall have delivered a duly signed share transfer deed, endorsed in blank, relating to the Shares covered by such Award.

  • If you have a Termination of Affiliation prior to any of the events specified in paragraphs 5, 6 or 7 of this Restricted Shares Award section, then you will forfeit your Restricted Shares that are not vested upon such Termination of Affiliation.


More Definitions of Restricted Shares Award

Restricted Shares Award means an Award designated as a Restricted Shares Award under Rule 3.2 (Type of Award); Back to ContentsDISPLAY VERSIONITEM 19 EXHIBIT NUMBER 3.10
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Restricted Shares Award means an award of the Company’s common shares, without par value, subject to specified restrictions, as set forth thereon, which is made to an Employee under the Stoneridge, Inc. Long-Term Incentive Plan or the Amended and Restated Long-Term Incentive Plan (collectively, the “LTIP”). A Restricted Shares Award shall be subject to the terms and conditions of the LTIP and the Restricted Shares Grant Agreement therefor, except to the extent the receipt of such Restricted Shares Award is deferred by a Participant pursuant to Section 3.3(e) below, in which case the provisions of the Plan will govern such Restricted Shares Award once the restrictions to which the Restricted Shares Award are subject lapse.
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Restricted Shares Award means an Award of Restricted Shares subject to such restrictions and conditions as the Administrator may determine at the time of grant.
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Restricted Shares Award means an award of the Company’s Common Shares, without par value, subject to specified restrictions, as set forth thereon, which is made to a Director under the Stoneridge, Inc. Directors’ Restricted Shares Plan (“DRSP”). A Restricted Shares Award shall be subject to the terms and conditions of the DRSP and the Restricted Shares Grant Agreement therefor, except to the extent the receipt of such Restricted Shares Award is deferred by a Participant pursuant to Section 3.3(e) below, in which case the provisions of the Plan will govern such Restricted Shares Award once the restrictions to which the Restricted Shares Award are subject lapse.
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Related to Restricted Shares Award

  • Restricted Share Award means an award of Restricted Shares.

  • Restricted Share Units means an Award which may be earned in whole or in part upon the passage of time or the attainment of performance criteria established by the Administrator and which may be settled for cash, Shares or other securities or a combination of cash, Shares or other securities as established by the Administrator.

  • Restricted Share Unit means the right granted to a Participant pursuant to Article 7 to receive a Share at a future date.

  • Restricted Share Unit Award means a right to receive Ordinary Shares which is granted pursuant to the terms and conditions of Section 6(b).

  • Restricted Shares shall have the respective meanings set forth in Section 2.14.

  • Restricted Share means a Share awarded to a Participant pursuant to Article 6 that is subject to certain restrictions and may be subject to risk of forfeiture.

  • Restricted Stock Award means an award of shares of Common Stock which is granted pursuant to the terms and conditions of Section 6(a).

  • Restricted Share Agreement means the agreement between the Company and the recipient of a Restricted Share which contains the terms, conditions and restrictions pertaining to such Restricted Shares.

  • Restricted Stock Units means an Award of stock units subject to such restrictions and conditions as the Administrator may determine at the time of grant.

  • Restricted Stock means Shares issued pursuant to a Restricted Stock award under Section 7 of the Plan, or issued pursuant to the early exercise of an Option.

  • Deferred Shares means an award made pursuant to Section 7 of this Plan of the right to receive Common Shares at the end of a specified Deferral Period.

  • Restricted Stock Award Agreement means a written agreement between the Company and a holder of a Restricted Stock Award evidencing the terms and conditions of a Restricted Stock Award grant. Each Restricted Stock Award Agreement will be subject to the terms and conditions of the Plan.

  • Share Award means an Award of Shares granted pursuant to Section 10.

  • Deferred Stock Award means Awards granted pursuant to Section 8.

  • Deferred Share Unit or “DSU” means a unit equivalent in value to a Share, credited by means of a bookkeeping entry in the books of the Corporation in accordance with Article 7;

  • Restricted Stock Unit Award means a right to receive shares of Common Stock which is granted pursuant to the terms and conditions of Section 6(b).

  • Restricted Stock Unit Award Agreement means a written agreement between the Company and a holder of a Restricted Stock Unit Award evidencing the terms and conditions of a Restricted Stock Unit Award grant. Each Restricted Stock Unit Award Agreement will be subject to the terms and conditions of the Plan.

  • Restricted Award means any Award granted pursuant to Section 7.2(a).