Retention Shares definition

Retention Shares means shares of Common Stock subject to an Award granted under the Plan.

Retention Shares means Shares subject to an Award granted under Section 8 of the Plan.

Retention Shares means ____ of the Shares subject to this ---------------- Option Agreement." 3. The first sentence of Section 4(a) is amended to read as follows: "In the event of a Corporate Transaction pursuant to the Agreement and Plan of Merger among NTT Communications Corporation, Chaser Acquisition, Inc. and the Company (the "Merger Agreement"), the Option automatically shall become vested and exercisable immediately prior to the effective date of such Corporate Transaction with respect to all Shares subject hereto other than the Retention Shares, and the Retention Shares shall be subject to the provisions of Section 4(e) hereof." 4. The first sentence of Section 4(b) is amended to read as follows: "In the event of a Change in Control pursuant to the Merger Agreement, the Option automatically shall become vested and exercisable immediately prior to the effective date of such Corporate Transaction with respect to all Shares subject hereto other than the Retention Shares, and the Retention Shares shall be subject to the provisions of Section 4(e) hereof." 5. Section 4 is amended by adding the following new subsections (e), (f) and (g) following subsection (d) appearing therein:

Examples of Retention Shares in a sentence

• The Committee may specify that the grant, vesting or retention of any or all Retention Shares is intended to satisfy the requirements for “performance-based compensation” under Section 162(m) of the Code, provided that the performance criteria for the grant, vesting or retention of any such Retention Shares shall be a measure based on one or more Qualifying Performance Criteria selected by the Committee and specified at the time the Retention Shares are granted.

• If an amount is payable by a Participant to the Company or a Subsidiary under applicable withholding tax laws in connection with the lapse of such restrictions the Participant may make such payment, in whole or in part, by authorizing the Company to transfer to the Company Retention Shares otherwise deliverable to the Participant having a fair market value equal to the amount to be paid under such withholding tax laws.

• Retention Shares may be granted to reward the attainment of individual, Company or Subsidiary goals, or to attract or retain officers or other employees of the Company or any Subsidiary, and shall be granted subject to the attainment of performance goals unless the Committee shall determine otherwise.

• At the end of the Restriction Period and after all Vesting Conditions have been satisfied, or at such earlier time as provided for in Section 9(c) or as the Committee, in its sole discretion, may otherwise determine, all restrictions applicable to the Retention Shares shall lapse, and a stock certificate for a number of shares of Common Stock equal to the number of Retention Shares, free of all restrictions, shall be delivered to the Participant or his or her Beneficiary, as the case may be.

• The Committee shall certify the extent to which any Qualifying Performance Criteria has been satisfied, and the amount payable as a result thereof, prior to payment of any Retention Shares that are intended to satisfy the requirements for “performance-based compensation” under Section 162(m) of the Code.

More Definitions of Retention Shares

Retention Shares means shares of Common Stock subject to an Award granted under the Plan, including Rollover Retention Shares.

Retention Shares means shares of Common Stock awarded pursuant to Section 9 of the Plan.

Retention Shares means the Shares which are subject to a Retention Period;

Retention Shares means Shares subject to an Award granted under Section 8 of the Plan. “Restriction Period” means the period defined in Section 8(b)(i).

Retention Shares has the meaning set forth in Section 3.04(c).

Retention Shares means any Vested Shares and any Additional Shares which the Participant is required to retain during the Retention Period;

Retention Shares means 666,667 shares of common stock in the capital of Slinger Bag which shall be issued by Slinger Bag subject to the provisions of Schedule 4 on conclusion of the Retention Period.