Spinco LTIP shall have the meaning specified in Section 2.9(d).
Spinco LTIP means the Embecta 2022 Employee and Director Equity-Based Compensation Plan, as established by SpinCo as of the Effective Time pursuant to Section 2.03(a) and Section 4.01.
SpinCo shall have the meaning set forth in the Preamble.
RemainCo shall have the meaning set forth in the Preamble.
SpinCo Employee has the meaning set forth in the Employee Matters Agreement.
SpinCo Separate Return means any Tax Return of or including any member of the Spinco Group (including any consolidated, combined, or unitary return) that does not include any member of the Remainco Group.
SpinCo Group means (a) prior to the Effective Time, SpinCo and each Person that will be a Subsidiary of SpinCo as of immediately after the Effective Time, including the Transferred Entities, even if, prior to the Effective Time, such Person is not a Subsidiary of SpinCo; and (b) on and after the Effective Time, SpinCo and each Person that is a Subsidiary of SpinCo.
Remainco Group means RemainCo and its Subsidiaries, other than the SpinCo Group.
Company RSU Award means an award of restricted stock units relating to shares of Company Common Stock granted under a Company Equity Incentive Plan (including any dividend equivalent units credited thereon).
RSU Plan means the restricted share unit plan of the Company;
PSU means Public Sector Undertaking
SIP means Session Initiation Protocol.
IAC means IAC/InterActiveCorp, a Delaware corporation.
DSU Plan means the Deferred Share Unit Plan of the Corporation.
SpinCo Assets shall have the meaning set forth in Section 2.2(a).
Equity Plans meanss the stock option and incentive plans adopted and maintained by the Company from time to time.
Equity Plan means any stock or equity purchase plan, restricted stock or equity plan or other similar equity compensation plan now or hereafter adopted by the Company or the Corporation.
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.
Company PSU means a restricted stock unit with respect to Common Stock that was granted subject to performance-based vesting conditions.
SpinCo Liabilities shall have the meaning set forth in Section 2.3(a).
SpinCo Entities means the entities, the equity, partnership, membership, limited liability, joint venture or similar interests of which are set forth on Schedule IV under the caption “Joint Ventures and Minority Investments.”
SpinCo Business has the meaning set forth in the Separation and Distribution Agreement.
RSU means a contractual right granted pursuant to Section 9 that is denominated in Shares. Each RSU represents a right to receive the value of one Share (or a percentage of such value) in cash, Shares or a combination thereof. Awards of RSUs may include the right to receive dividend equivalents.
Company Stock Plans has the meaning set forth in Section 3.02(b).
OPC has the meaning specified in the recital of parties to this Agreement.
Parent Plan means an Employee Benefit Plan sponsored, maintained, or contributed to by Parent or its Affiliates or with respect to which Parent or its Affiliates have any liability.
Equity Award means all incentive stock options, non-statutory stock options, shares of restricted stock, restricted stock units or other incentive equity awards in respect of shares of the Company’s equity securities that have been or will be granted to you by the Company.
Company RSU means each restricted stock unit award relating to shares of Company Common Stock granted under any Company Equity Plan that is outstanding immediately prior to the Effective Time and subject solely to service-based vesting requirements.