Vested Company RSUs definition

Vested Company RSUs means a Company RSU that is unexpired, unexercised, outstanding, and vested as of immediately prior to the Effective Time or that vests in accordance with its terms as in effect as of the date hereof as a result of the consummation of the Transactions.
Sample 1Sample 2Sample 3
Vested Company RSUs means any Company RSUs that are vested under the terms of any Contract with the Company as of immediately prior to the Effective Time (including any restricted stock unit agreement).
Sample 1Sample 2Sample 3
Vested Company RSUs means, as of immediately prior to the Effective Time (after giving effect to any acceleration resulting from or in connection with the Merger), all Company RSUs to the extent they are then vested and eligible to be settled. 505026976.1
Sample 1Sample 2

Examples of Vested Company RSUs in a sentence

  • Shareholders and holders of Vested Options and Vested Company RSUs shall be required to provide a letter of transmittal or the Optionholder Acknowledgments (in respect of the Vested Options) to the Paying Agent in the form set-out in Exhibit G in order to receive their applicable portion of the Aggregate Consideration at Closing.

  • For Tax purposes, if the Earn-Out Consideration is paid to recipients other than the holders of Vested Company Options and Vested Company RSUs, it shall be treated as an adjustment to the Closing Consideration, unless a contrary treatment is required by Law.

  • For the avoidance of doubt, it is the intent of the parties that such payments will be made, if at all, in any event within the period required by Section 1.409A-3(i)(5)(iv)(A) for payments to holders of Vested Company RSUs and Vested Company Options.

  • The Cash-Out Amount payable pursuant to this Section 1.8(a)(ii) shall be rounded to the nearest cent and computed after aggregating Cash-Out Amounts for all Vested Company Options, Vested Company RSUs or Vested Company PSUs represented by a particular grant held by such Person.

  • At the Effective Time, each Vested Company RSU outstanding immediately prior to the Effective Time shall, without any action on the part of Parent, Merger Sub, the Company or the holder thereof, be canceled and converted into, and shall become a right to receive, an amount in cash, without interest, equal to the product of (A) the Merger Consideration multiplied by (B) the total number of Shares subject to such award of Vested Company RSUs (the “Vested RSU Consideration”).

  • Prior to the Closing, the Company shall take all actions that may be necessary (under the Company Stock Plan or otherwise) to (A) effectuate the provisions of this Section 1.2(a)(ix) and (B) to ensure that, from and after the Effective Time, holders of Company Options (other than In-the-Money Company Options) and Company RSUs (other than Vested Company RSUs) have no rights with respect thereto.

  • To the extent that amounts are so deducted and withheld by the Surviving Corporation, such withheld amounts shall be treated for the purposes of this Agreement as having been paid to the holder of Vested Company RSUs and Company PSUs in respect of which such deduction and withholding was made by the Surviving Corporation.

  • The amounts payable in respect of those Unvested Company Options and Unvested Company RSUs that become Vested Company Options and Vested Company RSUs and as a result of a qualifying termination of employment within three (3) months prior to the Change in Control Date or within the twelve(12) months following the Change in Control Date are “double-trigger” payments.

  • Parent shall make or cause to be made all payments in respect of Vested Company RSUs promptly after the Effective Time, and in no event later than the second regular payroll date following the Effective Time, without interest and subject to applicable Tax withholding.

  • For purposes of calculating the aggregate amount of consideration payable to a holder of Company Vested RSUs pursuant to this Section 2.1(b)(iv), (1) the cash consideration payable in respect of all Vested Company RSUs held by such holder shall be aggregated and (2) the amount of cash to be paid to each such holder after such aggregation shall be rounded to the nearest whole cent.


More Definitions of Vested Company RSUs

Vested Company RSUs has the meaning set forth in Section 2.4(c) of the Agreement.
Sample 1Sample 2
Vested Company RSUs means any Company RSUs that are (i) vested but not yet settled under the terms of any Contract with the Company as of immediately prior to the Effective Time (including any restricted stock unit agreement), (ii) outstanding as of immediately prior to the Effective Time and held by a non-employee member of the Company Board or (iii) vest effective as of the Effective Time and in accordance with the terms of the applicable Contract with the Company as in effect immediately prior to the Effective Time (including any restricted stock unit agreement). Other capitalized terms used herein and not defined in Section 1.1(a) have the meanings ascribed to such terms in the following Sections: “Agreement” Preamble “Agreement Date” Preamble “Anti-Corruption Law” 2.8 “Author” 2.10(k) “Certificate of Merger” 1.2 “Certificates” 1.9(c) “Change of Recommendation” 5.2(b) “Closing” 1.3 “Closing Date” 1.3 “COBRA” 2.13(c) “Company” Preamble “Company 401(k) Plan” 5.14 “Company Associate” 4.2(b) “Company Authorizations” 2.7(b) “Company Balance Sheet” 2.4(b) “Company Balance Sheet Date” 2.4(b) “Company Board” Recitals “Company Board Recommendation” 5.2(b) “Company Customer End-Users” 2.10(w) “Company Customers” 2.10(w) “Company Disclosure Letter” Article II “Company Employee Plans” 2.13(a) “Company IAA” 2.18(b) “Company Insiders” 5.15 “Company Intellectual Property” 2.11(a)(i) “Company Intellectual Property Agreements” 2.11(a)(ii) “Company-Owned Intellectual Property” 2.11(a)(iii) “Company Products” 2.11(a)(iv) “Company Registered Intellectual Property” 2.11(a)(v) “Company Representatives” 5.3(a) “Company SEC Reports” 2.4(a) “Company Source Code” 2.10(a)(vi) “Company Stockholder Approval” 2.3(a) “Company Stockholder Meeting” 5.2(a) “Company Termination Fee” 7.3(b) “Company Voting Debt” 2.2(c) “Confidential Information” 2.10(o) “Confidentiality Agreement” 5.5(a) “Current ESPP Offering” 5.11 “Effect” Company Material Adverse Effect “Effective Time” 1.4 “Electronic Delivery” 8.4 “End Date” 7.1(b) “Enforceability Limitations” 2.3(a) “Environmental and Safety Laws” 2.11(a)(i) “ERISA” 2.13(a) “ERISA Affiliate” 2.13(a) “EU” 2.19(a)(ii) “Exchange Agent” 1.9(a) “Existing D&O Policy” 5.15(b) “Facilities” 2.11(a)(ii) “FASB ASC” 2.4(b) “Financial Statements” 2.4(b) “Foreign Plan” 2.13(h) “Government Contract” 2.18(a)(xiii) “Hazardous Materials” 2.11(a)(iii) “Indemnified Parties” 5.15(a) “Intellectual Property Rights” 2.10(a)(vii) “Intervening Event” 5.3(e)(iii) “ITAR” 2.19(a)(i) “Leased Real ...
Sample 1
Vested Company RSUs means any Company RSUs that are (i) vested but not yet settled under the terms of any Contract with the Company as of immediately prior to the Effective Time (including any restricted stock unit agreement), (ii) outstanding as of immediately prior to the Effective Time and held by a non-employee member of the Company Board or (iii) vest effective as of the Effective Time and in accordance with the terms of the applicable Contract with the Company as in effect immediately prior to the Effective Time (including any restricted stock unit agreement). Other capitalized terms used herein and not defined in Section 1.1(a) have the meanings ascribed to such terms in the following Sections:
Sample 1
Vested Company RSUs means, as of immediately prior to the Effective Time (after giving effect to any acceleration resulting from or in connection with the Merger), all Company RSUs to the extent they are then vested and eligible to be settled. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.
Sample 1

Related to Vested Company RSUs

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

  • Company Equity Awards means the Company Stock Options and the Company Restricted Stock Units.

  • Company Restricted Stock Unit means any restricted stock unit award subject to service-based vesting, payable in shares of Company Common Stock or the value of which is determined with reference to the value of shares of Company Common Stock, whether granted under a Company Stock Plan or otherwise.

  • Company PSUs means any performance-based restricted stock units of the Company, whether granted pursuant to any of the Company Stock Plans or otherwise.

  • RSUs means restricted stock units.

  • 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.

  • PSUs means the outstanding performance share units governed by the performance share unit plan of the Company dated December 16, 2013, as amended from time to time;

  • 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.

  • Deferred Stock Unit means a right granted to a Participant under Article 9 to receive Shares (or the equivalent value in cash or other property if the Committee so provides) at a future time as determined by the Committee, or as determined by the Participant within guidelines established by the Committee in the case of voluntary deferral elections.

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

  • Vesting Date has the meaning set forth in Section 3.10(c)(ii).

  • 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).