the grant, exercise, vesting, settlement, or payment of any Award. Such alternative definition may include a price that is based on the opening, actual, high, low, or average selling prices of the Common Stock on the applicable stock exchange on the given date, the trading day preceding the given date, the trading day next succeeding the given date, or an average of trading days.
Family Member of a Participant means the Participants child, stepchild, grandchild, parent, stepparent, grandparent, spouse, former spouse, sibling, niece, nephew, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, including adoptive relationships, any person sharing the Participants household (other than a tenant or employee), a trust in which these persons have more than 50% of the beneficial interest, a foundation in which these persons (or the Participant) control the management of assets, and any other entity in which these persons (or the Participant) own more than 50% of the voting interests.
GAAP means the U.S. Generally Accepted Accounting Principles, as in effect from time to time.
Incentive Stock Option or ISO means any Stock Option awarded to an Eligible Employee of the Company, its Subsidiaries, or any Parent intended to be, qualifying, and designated as an incentive stock option within the meaning of Section 422 of the Code.
Incumbent Directors has the meaning set forth in Section 11.2(b).
Lead Underwriter has the meaning set forth in Section 13.21.
Lock-Up Period has the meaning set forth in Section 13.21.
Non-Employee Director means a member of the Board or the board of directors of an Affiliate who is not an active employee of the Company or an Affiliate.
Nonqualified Stock Option means any Stock Option that is not an ISO.
Other Cash-Based Award means an award granted to an Eligible Individual under Section 10.3 that is payable in cash at the time or times and subject to the terms and conditions determined by the Committee.
Other Share-Based Award means an award granted to an Eligible Individual under Article X that is valued in whole or in part by reference to, or is payable in or otherwise based on, Common Stock, including an award valued by reference to an Affiliate. Other Share-Based Awards may include RSUs.
Parent means any parent corporation of the Company within the meaning of Section 424(e) of the Code.
Participant means an Eligible Individual who has been granted, and holds, an Award.
Performance Award means an award granted to an Eligible Individual under Article IX contingent upon achieving specified Performance Goals.