Shares Subject to the Plan Clause Example from Business Contracts

Shares Subject to the Plan. (a) Limitation on Aggregate Number of Shares Issued Pursuant to the Plan. Subject to the provisions of Section 15(a) relating to capitalization adjustments, the total number of shares of Common Stock reserved and available for issuance in connection with Awards under this Plan shall be 6,000,000 shares. For clarity, the foregoing limitation does not limit the number of shares of Common Stock that may be subject to Awards that are granted pursuant to the Plan, but only the number of shares of Com...mon Stock actually issued pursuant thereto. Following the Listing Date, shares of Common Stock may be issued in connection with a merger or acquisition as permitted by applicable law and the rules of any exchange on which the Common Stock is then listed, and such issuance shall not reduce the number of shares of Common Stock available for issuance under the Plan. (b) Reversion of Shares. If any (i) Option shall for any reason expire or otherwise terminate (including in accordance with the cancellation and regrant provisions of Section 3(b)(vi)), in whole or in part, without having been exercised in full, (ii) Option is settled for cash (i.e., the Optionholder receives cash rather than stock upon the exercise thereof), (iii) shares of Common Stock issuable upon the exercise of an Option are not delivered to a Participant because such shares are withheld for the payment of taxes or all or any portion of the aggregate exercise price therefor (i.e., "net exercised") or (iv) shares of Common Stock issued to a Participant pursuant to an Award are forfeited back to or repurchased by the Company because of the failure to meet a contingency or condition required for the vesting of such shares, then the shares of Common Stock issuable but not issued and delivered under such Option, or forfeited to or repurchased by the Company, shall remain available for issuance under the Plan and such expiration, termination, cancellation, settlement, withholding, forfeiture or repurchase shall not reduce (or otherwise offset) the number of shares of Common Stock that may be issued pursuant to the Plan. If the exercise price of any Option is satisfied by tendering shares of Common Stock held by the Participant (either by actual delivery or attestation), then the number of shares so tendered shall be treated as having been withheld from the number of shares issuable upon the exercise of the Option pursuant to clause (iii) of the preceding sentence and the number of shares deemed to have been so withheld shall remain available for issuance under the Plan and such withholding shall not reduce (or otherwise offset) the number of shares of Common Stock that may be issued pursuant to the Plan. If any shares of Common Stock delivered to a Participant upon the exercise of an Option, or any shares of Common Stock issued to a Participant pursuant to any other Award, shall for any reason be repurchased by the Company under a repurchase option provided under the Plan or any Award Agreement, the shares of Common Stock repurchased by the Company under such repurchase option shall not revert to or otherwise become available for issuance again under the Plan. (c) Incentive Stock Option Limit. Subject to the provisions of Section 15(a) relating to capitalization adjustments, the aggregate maximum number of shares of Common Stock that may be issued pursuant to the exercise of Incentive Stock Options shall be 6,000,000 shares; provided, that the Company's stockholders approve this Plan within twelve (12) months of the Effective Date. (d) Source of Shares. The stock issuable under the Plan shall be shares of authorized but unissued Common Stock, or reacquired Common Stock (including shares repurchased by the Company on the open market or otherwise). View More