Number of Shares Contract Clauses (342)

Grouped Into 18 Collections of Similar Clauses From Business Contracts

This page contains Number of Shares clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Number of Shares. The number of Stock Units subject to your Award may be adjusted from time to time for Capitalization Adjustments, as provided in the Plan. Any additional Stock Units, shares, cash or other property that becomes subject to the Award pursuant to this Section 3, if any, shall be subject, in a manner determined by the Board, to the same forfeiture restrictions, restrictions on transferability, and time and manner of delivery as applicable to the other Stock Units covered by your Award. Notwithstandi...ng the provisions of this Section 3, no fractional shares or rights for fractional shares of Common Stock shall be created pursuant to this Section 3. Any fraction of a share will be rounded down to the nearest whole share. View More
Number of Shares. The number of Restricted Stock Units subject to your Award may be adjusted from time to time for Capitalization Adjustments, as provided in the Plan. Any additional Restricted Stock Units, shares, cash or other property that becomes subject to the Award pursuant to this Section 3, if any, shall be subject, in a manner determined by the Board, to the same forfeiture restrictions, restrictions on transferability, and time and manner of delivery as applicable to the other Restricted Stock Units and... shares covered by your Award. Notwithstanding the provisions of this Section 3, no fractional shares or rights for fractional shares of Common Stock shall be created pursuant to this Section 3. Any fraction of a share will be rounded down to the nearest whole share. View More
Number of Shares. The number of Restricted Stock Units Units/shares subject to your Award may be adjusted from time to time for Capitalization Adjustments, as provided in the Plan. Any additional Restricted Stock Units, shares, cash or other property that becomes subject to the Award pursuant to this Section 3, if any, shall be subject, in a manner determined by the Board, to the same forfeiture restrictions, restrictions on transferability, and time and manner of delivery as applicable to the other Restricted St...ock Units and shares covered by your Award. Notwithstanding the provisions of this Section 3, no fractional shares or rights for fractional shares of Common Stock shall be created pursuant to this Section 3. Any fraction of a share will be rounded down to the nearest whole share. View More
Number of Shares. The number of Restricted Stock Units subject to your Award may be adjusted from time to time for Capitalization Adjustments, as provided in the Plan. Any additional Restricted Stock Units, shares, cash or other property that becomes subject to the Award pursuant to this Section 3, if any, shall be subject, in a manner determined by the Board, to the same forfeiture restrictions, restrictions on transferability, and time and manner of delivery as applicable to the other Restricted Stock Units and... shares covered by your Award. Notwithstanding the provisions of this Section 3, no fractional shares or rights for fractional shares of Class A Common Stock shall be created pursuant to this Section 3. Any fraction of a share will be rounded down to the nearest whole share. View More
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Number of Shares. The number of Restricted Stock Units/shares subject to your Award may be adjusted from time to time for Capitalization Adjustments, as provided in the Plan. Any additional Restricted Stock Units, shares, cash or other property that becomes subject to the Award pursuant to this Section 3, if any, shall be subject, in a manner determined by the Board, to the same forfeiture restrictions, restrictions on transferability, and time and manner of delivery as applicable to the other Restricted Stock Un...its and shares covered by your Award. Notwithstanding the provisions of this Section 3, no fractional shares or rights for fractional shares of Common Stock shall be created pursuant to this Section 3. Any fraction of a share will be rounded down to the nearest whole share. 1 4. SECURITIES LAW COMPLIANCE. You may not be issued any Common Stock under your Award unless the shares of Common Stock underlying the Restricted Stock Units are either (i) then registered under the Securities Act, or (ii) the Company has determined that such issuance would be exempt from the registration requirements of the Securities Act. Your Award must also comply with other applicable laws and regulations governing the Award, and you shall not receive such Common Stock if the Company determines that such receipt would not be in material compliance with such laws and regulations. View More
Number of Shares. (a) The number of Restricted Stock Units/shares PRSUs subject to your the Award may be adjusted from time to time for Capitalization Adjustments, as provided in the Plan. (b) Any additional Restricted Stock Units, shares, cash or other property that becomes subject to the Award pursuant to this Section 3, 3 and Section 7, if any, shall will be subject, in a manner determined by the Board, to the same forfeiture restrictions, restrictions on transferability, and time and manner of delivery as app...licable to the other Restricted Stock Units and shares PRSUs covered by your the Award. (c) Notwithstanding the provisions of this Section 3, no fractional shares or rights for fractional shares of Common Stock shall will be created pursuant to this Section 3. Any fraction of a share will The Board will, in its discretion, determine an equivalent benefit for any fractional shares or fractional shares that might be rounded down created by the adjustments referred to the nearest whole share. 1 4. in this Section 3.4. SECURITIES LAW AND OTHER COMPLIANCE. You may not be issued any Common Stock shares under your the Actual Award unless either (a) the shares of Common Stock underlying the Restricted Stock Units are either (i) then registered under the Securities Act, Act; or (ii) (b) the Company has determined that such issuance would be exempt from the registration requirements of the Securities Act. Your The Award also must also comply with other applicable laws and regulations governing the Award, and you shall will not receive such Common Stock be issued any shares under the Award if the Company determines that such receipt issuance would not be in material compliance with such laws and regulations. regulations.5. TRANSFER RESTRICTIONS. (a) General. Prior to the time that shares of Common Stock have been delivered to you, you may not transfer, pledge, sell or otherwise dispose of the Award or the shares issuable in respect of the Award, except as expressly provided in this Section 5. For example, you may not use shares that may be issued in respect of the Award as security for a loan. The restrictions on transfer set forth herein will lapse upon delivery to you of shares in respect of the vested portion of the Award.(b) Death. The Award is transferable by will and by the laws of descent and distribution. In addition, upon receiving written permission from the Board or its duly authorized designee, you may, by delivering written notice to the Company, in a form provided by or otherwise satisfactory to the Company and any broker designated by the Company to effect transactions under the Plan, designate a third party who, in the event of your death, will thereafter be entitled to receive any distribution of Common Stock or other consideration to which you were entitled at the time of your death pursuant to this Agreement. In the absence of such a designation, your executor or administrator of your estate or, as applicable, your legal heirs, will be entitled to receive, on behalf of your estate, such Common Stock or other consideration. (c) Certain Trusts. Upon receiving written permission from the Board or its duly authorized designee, you may transfer the Award to a trust if you are considered to be the sole beneficial owner (determined under Section 671 of the Code and applicable state law) while the Award is held in the trust, provided that you and the trustee enter into transfer and other agreements required by the Company. (d) Domestic Relations Orders. Upon receiving written permission from the Board or its duly authorized designee, and provided that you and the designated transferee enter into transfer and other agreements required by the Company, you may transfer the Award or your right to receive the distribution of Common Stock or other consideration thereunder, pursuant to a domestic relations order that contains the information required by the Company to effectuate the transfer. You are encouraged to discuss the proposed terms of any division of the Award with the Company prior to finalizing the domestic relations order to help ensure the required information is contained within the domestic relations order. View More
Number of Shares. The number of Restricted Stock Units/shares subject to your Award may be adjusted from time to time for Capitalization Adjustments, as provided in pursuant to Sections 3 and 20 of the Plan. Any additional Restricted Stock Units, shares, cash or other property that becomes subject to the Award pursuant to this Section 3, if any, shall be subject, in a manner determined by the Board, to the same forfeiture restrictions, restrictions on transferability, and time and manner of delivery as applicable... to the other Restricted Stock Units and shares covered by your Award. Notwithstanding the provisions of this Section 3, no fractional shares or rights for fractional shares of Common Stock shall be created pursuant to this Section 3. Any Fractions of a share will not be issued but will either be replaced by a cash payment equal to the Fair Market Value of such fraction of a share or will be rounded down up to the nearest whole share. 1 share, as determined by the Committee. 3 4. SECURITIES LAW COMPLIANCE. Securities Law Compliance. You may not be issued any Common Stock under your Award unless the shares of Common Stock underlying the Restricted Stock Units are either (i) then registered under the Securities Act, or (ii) the Company has determined that such issuance would be exempt from the registration requirements of the Securities Act. Your Award must also comply with other applicable laws and regulations governing the Award, and you shall not receive such Common Stock if the Company determines that such receipt would not be in material compliance with such laws and regulations. View More
Number of Shares. The number of Restricted Stock Units/shares Units subject to your Award may be adjusted from time to time for Capitalization Adjustments, as provided in the Plan. Any additional Restricted Stock Units, shares, cash or other property that becomes subject to the Award pursuant to this Section 3, if any, shall be subject, in a manner determined by the Board, to the same forfeiture restrictions, restrictions on transferability, and time and manner of delivery as applicable to the other Restricted St...ock Units and shares covered by your Award. Notwithstanding the provisions of this Section 3, no fractional shares or rights for fractional shares of Common Stock shall be created pursuant to this Section 3. Any fraction of a share will be rounded down to the nearest whole share. 1 4. SECURITIES share.4.SECURITIES LAW COMPLIANCE. You may not be issued any Common Stock under your Award unless the shares of Common Stock underlying the Restricted Stock Units are either (i) then registered under the Securities Act, or (ii) the Company has determined that such issuance would be exempt from the registration requirements of the Securities Act. Your Award must also comply with other applicable laws and regulations governing the Award, and you shall not receive such Common Stock if the Company determines that such receipt would not be in material compliance with such laws and regulations. regulations.5.TRANSFER RESTRICTIONS. Prior to the time that shares of Common Stock have been delivered to you, you may not transfer, pledge, sell or otherwise dispose of this Award or the shares issuable in respect of your Award, except as expressly provided in this Section 5. For example, you may not use shares that may be issued in respect of your Restricted Stock Units as security for a loan. The restrictions on transfer set forth herein will lapse upon delivery to you of shares in respect of your vested Restricted Stock Units. (a) Death. Your Award is transferable by will and by the laws of descent and distribution. At your death, vesting of your Award will cease (subject to any accelerated vesting upon your death in accordance with Section 2 of this Agreement) and your executor or administrator of your estate shall be entitled to receive, on behalf of your estate, any Common Stock or other consideration that vested but was not issued before your death (including with respect to any portion of the Award that vests upon your death in accordance with Section 2 of this Agreement). (b) Domestic Relations Orders. Upon receiving written permission from the Board or its duly authorized designee, and provided that you and the designated transferee enter into transfer and other agreements required by the Company, you may transfer your right to receive the distribution of Common Stock or other consideration hereunder, pursuant to a domestic relations order, marital settlement agreement or other divorce or separation instrument as permitted by applicable law that contains the information required by the Company to effectuate the transfer. You are encouraged to discuss the proposed terms of any division of this Award with the Company General Counsel prior to finalizing the domestic relations order or marital settlement agreement to verify that you may make such transfer, and if so, to help ensure the required information is contained within the domestic relations order or marital settlement agreement. View More
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Number of Shares. The number of shares subject to your Award may be adjusted from time to time for Capitalization Adjustments, as provided in the Plan.
Number of Shares. The number of shares subject to your Award may be adjusted from time to time for Capitalization Adjustments, as provided in Section 9(a) of the Plan.
Number of Shares. The number of shares subject to your Award may be adjusted from time to time for Capitalization Adjustments, as provided in the Plan. Adjustments.
Number of Shares. The number of shares Restricted Stock Units subject to your Award may be adjusted from time to time for Capitalization Adjustments, capitalization adjustments, as provided in Section 13(a) of the Plan.
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Number of Shares. Subject to adjustment as provided in Section 10.6, the number of shares of Common Stock which may be issued under the Plan shall not exceed 950,000 shares of Common Stock. Shares of Common Stock that are issued under the Plan or are subject to outstanding Incentives will be applied to reduce the maximum number of shares of Common Stock remaining available for issuance under the Plan. For purposes of clarification, the award of any Incentives payable only in cash will not reduce the number of sha...res of Common Stock remaining and available to be issued under the Plan. 5.2. Cancellation. To the extent that cash in lieu of shares of Common Stock is delivered upon the exercise of a SAR pursuant to Section 8.4, the Company shall be deemed, for purposes of applying the limitation on the number of shares, to have issued the greater of the number of shares of Common Stock which it was entitled to issue upon such exercise or on the exercise of any related option. In the event that a stock option or SAR granted hereunder expires or is terminated or canceled unexercised as to any shares of Common Stock, such shares may again be issued under the Plan either pursuant to stock options, SARs or otherwise. In the event that shares of Common Stock are issued as performance shares, restricted stock or pursuant to a stock award and thereafter are forfeited or reacquired by the Company pursuant to rights reserved upon issuance thereof, such forfeited and reacquired shares may again be issued under the Plan, either as performance shares, restricted stock, pursuant to stock awards or otherwise. 5.3. Type of Common Stock. Common Stock issued under the Plan in connection with stock options, SARs, performance shares, restricted stock or stock awards, may be authorized and unissued shares or treasury stock, as designated by the Committee. View More
Number of Shares. Subject to adjustment as provided in Section 10.6, 9.6, the number of shares of Common Stock which may be issued issuable under the Plan shall not exceed 950,000 100,000 shares of Common Stock. Shares of Common Stock that are issued under the Plan or are subject to outstanding Incentives will be applied to reduce the maximum number of shares of Common Stock remaining available for issuance under the Plan. For purposes of clarification, the award of any Incentives payable only in cash will not re...duce the number of Any shares of Common Stock remaining and available subject to be issued SARs granted under the Plan. 5.2. Cancellation. To the extent that cash in lieu of shares of Common Stock is delivered upon the exercise of a SAR pursuant to Section 8.4, the Company this Plan shall be deemed, for purposes of applying counted in full against the limitation on the number of shares, to have issued the greater above-indicated share limit, regardless of the number of shares of Common Stock which it was entitled to issue actually issued upon such exercise or on the exercise of such SARs. 5.2. Cancellation. If any related option. In the event that a stock option or SAR Incentive granted hereunder (including without limitation any stock option, SAR or restricted stock unit) expires or is terminated or canceled unexercised as to any shares of Common Stock, such shares may again be issued under the Plan either pursuant to stock options, SARs SARs, restricted stock units, or otherwise. In the event that If shares of Common Stock are issued as performance shares, restricted stock or pursuant to a stock award award, as restricted stock, or as performance shares) and thereafter are forfeited or reacquired by the Company pursuant to rights reserved upon issuance thereof, such forfeited and reacquired shares may again be issued under the Plan, either pursuant to a stock award, as restricted stock, as performance shares, restricted stock, pursuant to stock awards or otherwise. The Committee may also determine to cancel, and agree to the cancellation of, Incentives in order to make a participant eligible for the grant of an Incentive at a lower exercise price than the Incentive to be canceled. 5.3. Type of Common Stock. Common Stock issued under the Plan in connection with stock options, SARs, performance shares, restricted stock or stock awards, Incentives may be authorized and unissued shares or treasury stock, as or, if so designated by the Committee. Committee, may be treasury stock. 5.4. Limitation on Certain Grants. No person shall receive grants of stock options and SARs under the Plan that exceed, in the aggregate, 100,000 shares of Common Stock during any one fiscal year of the Company. View More
Number of Shares. Subject to adjustment as provided in Section 10.6, 11.6, the number of shares of Common Stock which may be issued under the Plan shall not exceed 950,000 7,312,210 shares of Common Stock. Shares of Common Stock that are issued under the Plan or that are subject to outstanding Incentives will be applied to reduce the maximum number of shares of Common Stock remaining available for issuance under the Plan. For purposes of clarification, the award of any Incentives payable only in cash will not red...uce the number of shares of Common Stock remaining and available to be issued under the Plan. 5.2. Cancellation. To the extent that cash in lieu of shares of Common Stock is delivered upon the exercise of a an SAR pursuant to Section 8.4, 7.4, the Company shall be deemed, for purposes of applying the limitation on the number of shares, to have issued the greater of the number of shares of Common Stock which it was entitled to issue upon such exercise or on the exercise of any related option. In the event that a stock option or SAR granted hereunder expires or is terminated or canceled unexercised or unvested as to any shares of Common Stock, such shares may again be issued under the Plan either pursuant to stock options, SARs or otherwise. In the event that shares of Common Stock are issued as performance shares, restricted stock or pursuant to a stock award and thereafter are forfeited or reacquired by the Company pursuant to rights reserved upon issuance thereof, such forfeited and reacquired shares may again be issued under the Plan, either as performance shares, restricted stock, pursuant to stock awards or otherwise. 5.3. Type The Committee may also determine to cancel, and agree to the cancellation of, stock options in order to make a participant eligible for the grant of Common Stock. Common Stock issued under a stock option at a lower price than the Plan in connection with stock options, SARs, performance shares, restricted stock or stock awards, may option to be authorized and unissued shares or treasury stock, as designated by the Committee. canceled. View More
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Number of Shares. The number of shares constituting the Series B Preferred is hereby fixed at One Million (1,000,000).
Number of Shares. The number of shares constituting the Series B Preferred is hereby fixed at One Two Million (1,000,000). (2,000,000).
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Number of Shares. The number of Common Shares subject to your Award may be adjusted from time to time for capital adjustments, as provided in the Plan. The Company will establish a bookkeeping account to reflect the number of Restricted Stock Units standing to your credit from time to time. However, you will not be deemed to be the holder of, or to have any of the rights of a stockholder with respect to, any Common Shares subject to your Award (including but not limited to stockholder voting rights) unless and un...til the shares have been delivered to you in accordance with Section 3 of this Award Agreement. View More
Number of Shares. The number of Common Shares subject to your Award may be adjusted from time to time for capital adjustments, as provided in accordance with Section 6(e) of the Plan. The Company will establish a bookkeeping account to reflect the number of Restricted Stock Share Units standing to your credit from time to time. However, you will not be deemed to be the holder of, or to have any of the rights of a stockholder shareholder with respect to, any Common Shares subject to your Award (including but not l...imited to stockholder shareholder voting rights) unless and until the shares have been delivered to you in accordance with Section 3 of this Award Agreement. View More
Number of Shares. The number of Common Shares subject to your Award may be adjusted from time to time for capital adjustments, as provided in the Plan. The Company will establish a bookkeeping account to reflect the number of Restricted Stock Share Units standing to your credit from time to time. However, you will not be deemed to be the holder of, or to have any of the rights of a stockholder shareholder with respect to, any Common Shares subject to your Award (including but not limited to stockholder shareholde...r voting rights) unless and until the shares have been delivered to you in accordance with Section 3 4 of this Award Agreement. View More
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Number of Shares. The number of Shares subject to the Award may be adjusted from time to time for capitalization adjustments, as provided in the Plan. As of the Date of Grant specified in the Notice, the Corporation will credit to a bookkeeping account maintained by the Corporation for the Grantee's benefit (the "Account") the number of Shares subject to the Award.
Number of Shares. The number of Shares shares subject to the Award may be adjusted from time to time for capitalization adjustments, as provided in the Plan. As of the Date of Grant specified in the Notice, Notice of RSU Grant, the Corporation Company will credit to a bookkeeping account maintained by the Corporation Company for the Grantee's benefit (the "Account") the number of Shares shares of Stock subject to the Award.
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Number of Shares. The number of Exercise Shares for up to which this Warrant may be exercisable shall be determined by dividing the Warrant Coverage Amount by the Exercise Price, and rounding down to the nearest whole share.
Number of Shares. The number of Exercise Shares for up to which this Warrant may be exercisable shall be determined by dividing the Warrant Coverage Amount by the Exercise Price, and rounding down to the nearest whole share. Price.
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Number of Shares. The number and class of Shares specified in Paragraph 1 above, and/or the Exercise Price, are subject to adjustment by the Committee in the event of any merger, reorganization, consolidation, recapitalization, separation, liquidation, stock dividend, split-up, Share combination or other change in the corporate structure of the Company affecting the Shares. In the event an Employee's termination of service due to the Employee's Retirement within one (1) year following the Grant Date, then the num...ber of Shares Granted shall be adjusted proportionally by the time during such one (1) year period that the Employee remained an employee of the Company (based upon a 365 day year). For example, if the Employee is granted an option for 6,000 shares of Common Stock of the Company and the Employee terminated service due to the Employee's Retirement 30 days after the Grant Date, then the Employee's number of Shares Granted would be reduced from 6,000 shares to 493 shares (6,000 x 30/365) and the balance of the Shares Granted would be cancelled. View More
Number of Shares. The number and class of Shares specified in Paragraph 1 above, subject to this option, and/or the Exercise Price, are subject to adjustment by the Committee in the event of any merger, reorganization, consolidation, recapitalization, separation, liquidation, stock dividend, split-up, Share combination or other change in the corporate structure of the Company affecting the Shares. In If the event an Employee's termination Employee has a Termination of service Service due to the Employee's Retirem...ent within one (1) year following the Grant Date, then the number of Shares Granted Potential Maximum shall be adjusted proportionally by the time during such one (1) year period that the Employee remained an employee of the Company (based upon a 365 day year). For example, if the Employee Employee's Potential Maximum is granted an option for 6,000 shares of Common Stock of the Company and the Employee terminated service Employee's Termination of Service is due to the Employee's Retirement 30 days after the Grant Date, then the Employee's number of Shares Granted Potential Maximum would be reduced from 6,000 shares to 493 shares (6,000 x 30/365) and the balance of the Shares Granted Potential Maximum would be cancelled. View More
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Number of Shares. The number and class of shares specified in the Notice of Grant are subject to appropriate adjustment in the event of changes in the capital stock of the Company by reason of stock dividends, split-ups or combinations of shares, reclassifications, mergers, consolidations, reorganizations or liquidations. Subject to any required action of the stockholders of the Company, if the Company shall be the surviving corporation in any merger or consolidation, the RSUs granted hereunder (to the extent tha...t it is still outstanding) shall pertain to and apply to the securities to which a holder of the same number of shares of Common Stock that are then subject to the RSUs would have been entitled. To the extent that the foregoing adjustments relate to stock or securities of the Company, such adjustments shall be made by the Committee, whose determination in that respect shall be final, binding and conclusive. View More
Number of Shares. The number and class of shares specified in the Notice of Grant are subject to appropriate adjustment in the event of changes in the capital stock of the Company by reason of stock dividends, split-ups or combinations of shares, reclassifications, mergers, consolidations, reorganizations or liquidations. an "Adjustment Event" as such term is defined in the Plan. Subject to any required action of the stockholders of the Company, if the Company shall be the surviving corporation in any merger or c...onsolidation, the RSUs granted hereunder (to the extent that it is still outstanding) shall pertain to and apply to the securities to which a holder of the same number of shares of Common Stock that are then subject to the RSUs would have been entitled. To the extent that the foregoing adjustments relate to stock or securities of the Company, such adjustments shall be made by the Board or the Committee, whose determination in that respect shall be final, binding and conclusive. View More
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