Stock Appreciation Rights Clause Example with 504 Variations from Business Contracts

This page contains Stock Appreciation Rights clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Stock Appreciation Rights. (a) Grant of Stock Appreciation Rights. Subject to the terms and conditions of the Plan, a Stock Appreciation Right may be granted to a Service Provider at any time and from time to time as will be determined by the Administrator, in its sole discretion. (b) Number of Shares. The Administrator will have complete discretion to determine the number of Shares subject to any Award of Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share exercise price for the Shares that will ...determine the amount of the payment to be received upon exercise of a Stock Appreciation Right as set forth in Section 7(f) will be determined by the Administrator and will be no less than one hundred percent (100%) of the Fair Market Value per Share on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject to the provisions of the Plan, will have complete discretion to determine the terms and conditions of Stock Appreciation Rights granted under the Plan. 7- (d) Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under the Plan will expire upon the date determined by the Administrator, in its sole discretion, and set forth in the Award Agreement. Notwithstanding the foregoing, the rules of Section 6(d) relating to the maximum term also will apply to Stock Appreciation Rights. (f) Payment of Stock Appreciation Right Amount. Upon exercise of a Stock Appreciation Right, a Participant will be entitled to receive a payment from the Company in an amount determined by multiplying: (i) The difference between the Fair Market Value of a Share on the date of exercise over the exercise price; times (ii) The number of Shares with respect to which the Stock Appreciation Right is exercised. At the discretion of the Administrator, the payment upon Stock Appreciation Right exercise may be in cash, in Shares of equivalent value, or in some combination thereof. View More Arrow
Found in Galera Therapeutics, Inc. contract

Variations of a "Stock Appreciation Rights" Clause from Business Contracts

Stock Appreciation Rights. (a) Grant The grant, issuance, retention, vesting and/or settlement of any Stock Appreciation Rights. Subject Right shall occur at such time and be subject to the such terms and conditions as determined by the Committee or under criteria established by the Committee, which may include conditions based on continued employment or engagement, passage of the Plan, a time, attainment of age and/or service requirements, and/or satisfaction of performance conditions. Stock Appreciation Right Rights may... be granted to a Service Provider at any time and Participants from time to time either in tandem with or as will be determined a component of Options granted under the Plan ("tandem SARs") or not in conjunction with other Awards ("freestanding SARs"). Upon exercise of a tandem SAR as to some or all of the shares covered by the Administrator, in its sole discretion. (b) Number grant, the related Option shall be canceled automatically to the extent of Shares. The Administrator will have complete discretion to determine the number of Shares subject shares covered by such exercise. Conversely, if the related Option is exercised as to any Award of Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share exercise price for the Shares that will determine the amount some or all of the payment shares covered by the grant, the related tandem SAR, if any, shall be canceled automatically to be received upon exercise the extent of a the number of shares covered by the Option exercise. Any Stock Appreciation Right granted in tandem with an Option may be granted at the same time such Option is granted or at any time thereafter before exercise or expiration of such Option, provided that the Fair Market Value of Common Stock on the date of the SAR's grant is not greater than the exercise price of the related Option. All freestanding SARs shall be granted subject to the same terms and conditions applicable to Options as set forth in Section 7(f) will be determined by 8 and all tandem SARs shall have the Administrator and will be no less than one hundred percent (100%) of same exercise price as the Fair Market Value per Share on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject Option to which they relate. Subject to the provisions of Section 8 and the Plan, will have complete discretion to determine immediately preceding sentence, the terms and Committee may impose such other conditions of or restrictions on any Stock Appreciation Right as it shall deem appropriate. Stock Appreciation Rights granted under the Plan. 7- (d) may be settled in Common Stock, cash, Restricted Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions or a combination thereof, as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under the Plan will expire upon the date determined by the Administrator, in its sole discretion, Committee and set forth in the applicable Award Agreement. Notwithstanding 11 (b) No Repricing without Stockholder Approval. Other than in connection with a change in the foregoing, Company's capitalization (as described in Section 15), the rules Committee shall not, without stockholder approval, reduce the exercise price of Section 6(d) relating to the maximum term also will apply to Stock Appreciation Rights. (f) Payment of a previously awarded Stock Appreciation Right Amount. Upon and, at any time when the exercise price of a previously awarded Stock Appreciation Right, a Participant will be entitled to receive a payment from the Company in an amount determined by multiplying: (i) The difference between Right is above the Fair Market Value of a Share on share of Common Stock, the date of exercise over the exercise price; times (ii) The number of Shares with respect to which the Committee shall not, without stockholder approval, cancel and re-grant or exchange such Stock Appreciation Right is exercised. At the discretion for cash or a new Award with a lower (or no) exercise price. (c) No Stockholder Rights. Participants shall have no voting rights and will have no rights to receive dividends or Dividend Equivalents in respect of the Administrator, the payment upon an Award of Stock Appreciation Right exercise may be in cash, in Shares Rights or any shares of equivalent value, or in some combination thereof. Common Stock subject to an Award of Stock Appreciation Rights until the Participant has become the holder of record of such shares. View More Arrow
Found in Foundation Building Materials, Inc. contract
Stock Appreciation Rights. (a) Grant The grant, issuance, retention, vesting and/or settlement of any Stock Appreciation Rights. Subject Right shall occur at such time and be subject to the such terms and conditions as determined by the Committee or under criteria established by the Committee, which may include conditions based on continued employment or engagement, passage of the Plan, a time, attainment of age and/or service requirements, and/or satisfaction of performance conditions. Stock Appreciation Right Rights may... be granted to a Service Provider at any time and Participants from time to time either in tandem with or as will be determined a component of Options granted under the Plan ("tandem SARs") or not in conjunction with other Awards ("freestanding SARs"). Upon exercise of a tandem SAR as to some or all of the shares covered by the Administrator, in its sole discretion. (b) Number grant, the related Option shall be canceled automatically to the extent of Shares. The Administrator will have complete discretion to determine the number of Shares subject shares covered by such exercise. Conversely, if the related Option is exercised as to any Award of Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share exercise price for the Shares that will determine the amount some or all of the payment shares covered by the grant, the related tandem SAR, if any, shall be canceled automatically to be received upon exercise the extent of a the number of shares covered by the Option exercise. Any Stock Appreciation Right granted in tandem with an Option may be granted at the same time such Option is granted or at any time thereafter before exercise or expiration of such Option, provided that the Fair Market Value of Common Stock on the date of the SAR's grant is not greater than the exercise price of the related Option. All freestanding SARs shall be granted subject to the same terms and conditions applicable to Options as set forth in Section 7(f) will be determined by 8 and all tandem SARs shall have the Administrator and will be no less than one hundred percent (100%) of same exercise price as the Fair Market Value per Share on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject Option to which they relate. Subject to the provisions of Section 8 and the Plan, will have complete discretion to determine immediately preceding sentence, the terms and Committee may impose such other conditions of or restrictions on any Stock Appreciation Right as it shall deem appropriate. Stock Appreciation Rights granted under the Plan. 7- (d) may be settled in Common Stock, cash, Restricted Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions or a combination thereof, as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under the Plan will expire upon the date determined by the Administrator, in its sole discretion, Committee and set forth in the applicable Award Agreement. Notwithstanding 8 (b) No Repricing without Stockholder Approval. Other than in connection with a change in the foregoing, Company's capitalization (as described in Section 16), the rules Committee shall not, without stockholder approval, reduce the exercise price of Section 6(d) relating to the maximum term also will apply to a previously awarded Stock Appreciation Rights. (f) Payment Right, and at any time when the exercise price of a previously awarded Stock Appreciation Right Amount. Upon exercise of a Stock Appreciation Right, a Participant will be entitled to receive a payment from the Company in an amount determined by multiplying: (i) The difference between is above the Fair Market Value of a Share on share of Common Stock, the date of exercise over the exercise price; times (ii) The number of Shares with respect to which the Committee shall not, without stockholder approval, cancel and re-grant or exchange such Stock Appreciation Right is exercised. At the discretion for cash or a new Award with a lower (or no) exercise price. (c) No Stockholder Rights. Participants shall have no voting rights and will have no rights to receive dividends or Dividend Equivalents in respect of the Administrator, the payment upon an Award of Stock Appreciation Right exercise may be in cash, in Shares Rights or any shares of equivalent value, or in some combination thereof. Common Stock subject to an Award of Stock Appreciation Rights until the Participant has become the holder of record of such shares. View More Arrow
Found in Founder SPAC contract
Stock Appreciation Rights. (a) Grant The grant, issuance, retention, vesting and/or settlement of any Stock Appreciation Rights. Subject Right shall occur at such time and be subject to the such terms and conditions as determined by the Committee or under criteria established by the Committee, which may include conditions based on continued employment or engagement, passage of the Plan, a time, attainment of age and/or service requirements, and/or satisfaction of performance conditions. Stock Appreciation Right Rights may... be granted to a Service Provider at any time and Participants from time to time either in tandem with or as will be determined a component of Options granted under the Plan ("tandem SARs") or not in conjunction with other Awards ("freestanding SARs"). Upon exercise of a tandem SAR as to some or all of the shares covered by the Administrator, in its sole discretion. (b) Number grant, the related Option shall be canceled automatically to the extent of Shares. The Administrator will have complete discretion to determine the number of Shares subject shares covered by such exercise. Conversely, if the related Option is exercised as to any Award of Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share exercise price for the Shares that will determine the amount some or all of the payment shares covered by the grant, the related tandem SAR, if any, shall be canceled automatically to be received upon exercise the extent of a the number of shares covered by the Option exercise. Any Stock Appreciation Right granted in tandem with an Option may be granted at the same time such Option is granted or at any time thereafter before exercise or expiration of such Option, provided that the Fair Market Value of Common Stock on the date of the SAR's grant is not greater than the exercise price of the related Option. All freestanding SARs shall be granted subject to the same terms and conditions applicable to Options as set forth in Section 7(f) will be determined by 8 and all tandem SARs shall have the Administrator and will be no less than one hundred percent (100%) of same exercise price as the Fair Market Value per Share on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject Option to which they relate. Subject to the provisions of Section 8 and the Plan, will have complete discretion to determine immediately preceding sentence, the terms and Committee may impose such other conditions of or restrictions on any Stock Appreciation Right as it shall deem appropriate. Stock Appreciation Rights granted under the Plan. 7- (d) may be settled in Common Stock, cash, Restricted Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions or a combination thereof, as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under the Plan will expire upon the date determined by the Administrator, in its sole discretion, Committee and set forth in the applicable Award Agreement. Notwithstanding 13 (b) No Repricing without Stockholder Approval. Other than in connection with a change in the foregoing, Company's capitalization (as described in Section 15), the rules Committee shall not, without stockholder approval, reduce the exercise price of Section 6(d) relating to the maximum term also will apply to Stock Appreciation Rights. (f) Payment of a previously awarded Stock Appreciation Right Amount. Upon and, at any time when the exercise price of a previously awarded Stock Appreciation Right, a Participant will be entitled to receive a payment from the Company in an amount determined by multiplying: (i) The difference between Right is above the Fair Market Value of a Share on share of Common Stock, the date of exercise over the exercise price; times (ii) The number of Shares with respect to which the Committee shall not, without stockholder approval, cancel and re-grant or exchange such Stock Appreciation Right is exercised. At the discretion for cash, other property or a new Award with a lower (or no) exercise price. (c) No Stockholder Rights. Participants shall have no voting rights and will have no rights to receive dividends or Dividend Equivalents in respect of the Administrator, the payment upon an Award of Stock Appreciation Right exercise may be in cash, in Shares Rights or any shares of equivalent value, or in some combination thereof. Common Stock subject to an Award of Stock Appreciation Rights until the Participant has become the holder of record of such shares. View More Arrow
Found in DOLE FOOD CO INC contract
Stock Appreciation Rights. (a) Grant The grant, issuance, retention, vesting and/or settlement of any Stock Appreciation Rights. Subject Right shall occur at such time and be subject to the such terms and conditions as determined by the Committee or under criteria established by the Committee, which may include conditions based on continued employment, passage of time, attainment of age and/or service requirements, and/or satisfaction of performance conditions in accordance with Section 12 of the Plan, a Plan. Stock Appre...ciation Right Rights may be granted to a Service Provider at any time and Participants from time to time either in tandem with or as will a component of Options granted under the Plan ("tandem SARs") or not in conjunction with other Awards ("freestanding SARs"). Upon exercise of a tandem SAR as to some or all of the shares covered by the grant, the related Option shall be canceled automatically to the extent of the number of shares covered by such exercise. Conversely, if the related Option is exercised as to some or all of the shares covered by the grant, the related tandem SAR, if any, shall be canceled automatically to the extent of the number of shares covered by the Option exercise. Any Stock Appreciation Right granted in tandem with an Option may be granted at the same time such Option is granted or at any time thereafter before exercise or expiration of such Option, provided that the Fair Market Value of Common Stock on the date of the SAR's grant is not greater than the exercise price of the related Option. All freestanding SARs shall be granted subject to the same terms and conditions applicable to Options as set forth in Section 8 and all tandem SARs shall have the same exercise price as the Option to which they relate. Subject to the provisions of Section 8 and the immediately preceding sentence, the Committee may impose such other conditions or restrictions on any Stock Appreciation Right as it shall deem appropriate. Stock Appreciation Rights may be settled in Common Stock, cash, Restricted Stock or a combination thereof, as determined by the Administrator, Committee and set forth in its sole discretion. the applicable Award Agreement. (b) Number No Repricing without Shareholder Approval. Other than in connection with a change in the Company's capitalization (as described in Section 15), the Committee shall not, without shareholder approval, reduce the exercise price of Shares. The Administrator will have complete discretion to determine the number of Shares subject to any Award of such Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share Right and, at any time when the exercise price for the Shares that will determine the amount of the payment to be received upon exercise of a Stock Appreciation Right as set forth in Section 7(f) will be determined by the Administrator and will be no less than one hundred percent (100%) of the Fair Market Value per Share on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject to the provisions of the Plan, will have complete discretion to determine the terms and conditions of Stock Appreciation Rights granted under the Plan. 7- (d) Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under the Plan will expire upon the date determined by the Administrator, in its sole discretion, and set forth in the Award Agreement. Notwithstanding the foregoing, the rules of Section 6(d) relating to the maximum term also will apply to Stock Appreciation Rights. (f) Payment of Stock Appreciation Right Amount. Upon exercise of a Stock Appreciation Right, a Participant will be entitled to receive a payment from the Company in an amount determined by multiplying: (i) The difference between above the Fair Market Value of a Share on share of Common Stock, shall not, without shareholder approval (except in the date case of exercise over the exercise price; times (ii) The number of Shares with respect to which the a Change in Control), exchange such Stock Appreciation Right is exercised. At the discretion for a new Award or for cash. (c) No Shareholder Rights. Participants shall have no voting rights and will have no rights to receive dividends or Dividend Equivalents in respect of the Administrator, the payment upon an Award of Stock Appreciation Right exercise may be in cash, in Shares Rights or any shares of equivalent value, or in some combination thereof. Common Stock subject to an Award of Stock Appreciation Rights until the Participant has become the holder of record of such shares. 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Found in HERBALIFE NUTRITION LTD. contract
Stock Appreciation Rights. (a) Grant The grant, issuance, retention, vesting and/or settlement of any Stock Appreciation Rights. Subject Right shall occur at such time and be subject to the such terms and conditions as determined by the Committee or under criteria established by the Committee, which may include conditions based on continued employment or service, passage of the Plan, a time, attainment of age and/or service requirements, and/or satisfaction of performance conditions. Stock Appreciation Right Rights may be... granted to a Service Provider at any time and Participants from time to time either in tandem with or as will be determined a component of Options granted under the Plan ("tandem SARs") or not in conjunction with other Awards ("freestanding SARs"). Upon exercise of a tandem SAR as to some or all of the shares covered by the Administrator, in its sole discretion. (b) Number grant, the related Option shall be canceled automatically to the extent of Shares. The Administrator will have complete discretion to determine the number of Shares subject shares covered by such exercise. Conversely, if the related Option is exercised as to any Award of Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share exercise price for the Shares that will determine the amount some or all of the payment shares covered by the grant, the related tandem SAR, if any, shall be canceled automatically to be received upon exercise the extent of a the number of shares covered by the Option exercise. Any Stock Appreciation Right granted in tandem with an Option may be granted at the same time such Option is granted or at any time thereafter before exercise or expiration of such Option, provided that the Fair Market Value of Common Stock on the date of the SAR's grant is not greater than the exercise price of the related Option. All freestanding SARs shall be granted subject to the same terms and conditions applicable to Options as set forth in Section 7(f) will be determined by 8 and all tandem SARs shall have the Administrator and will be no less than one hundred percent (100%) of same exercise price as the Fair Market Value per Share on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject Option to which they relate. Subject to the provisions of Section 8 and the Plan, will have complete discretion to determine immediately preceding sentence, the terms and Committee may impose such other conditions of or restrictions on any Stock Appreciation Right as it shall deem appropriate. Stock Appreciation Rights granted under the Plan. 7- (d) may be settled in Common Stock, cash, Restricted Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions or a combination thereof, as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under the Plan will expire upon the date determined by the Administrator, in its sole discretion, Committee and set forth in the applicable Award Agreement. Notwithstanding 9 (b) No Repricing without Stockholder Approval. Other than in connection with a change in the foregoing, Company's capitalization (as described in Section 14), the rules Committee shall not, without stockholder approval, reduce the exercise price of Section 6(d) relating to the maximum term also will apply to Stock Appreciation Rights. (f) Payment of a previously awarded Stock Appreciation Right Amount. Upon and, at any time when the exercise price of a previously awarded Stock Appreciation Right, a Participant will be entitled to receive a payment from the Company in an amount determined by multiplying: (i) The difference between Right is above the Fair Market Value of a Share on share of Common Stock, the date of exercise over the exercise price; times (ii) The number of Shares with respect to which the Committee shall not, without stockholder approval, cancel and re-grant or exchange such Stock Appreciation Right is exercised. At the discretion for cash or a new Award with a lower (or no) exercise price. (c) No Stockholder Rights. Participants shall have no voting rights and will have no rights to receive dividends or Dividend Equivalents in respect of the Administrator, the payment upon an Award of Stock Appreciation Right exercise may be in cash, in Shares Rights or any shares of equivalent value, or in some combination thereof. Common Stock subject to an Award of Stock Appreciation Rights until the Participant has become the holder of record of such shares. View More Arrow
Found in Zayo Group Holdings, Inc. contract
Stock Appreciation Rights. (a) Grant of Stock Appreciation Rights. Subject to the terms and conditions of the Plan, a Stock Appreciation Right SAR may be granted to a Service Provider Providers at any time and from time to time as will shall be determined by the Administrator, in its sole discretion. (b) Number of Shares. The Administrator will shall have complete discretion to determine the number of Shares subject SARs granted to any Award of Stock Appreciation Rights. (c) Exercise Price and Other Terms. Service Provide...r. The per Share exercise price for the Shares that will determine the amount of the payment to be received upon exercise of a Stock Appreciation Right as set forth in Section 7(f) will be determined by the Administrator and will be no less than one hundred percent (100%) of the Fair Market Value per Share on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject to the provisions of the Plan, will shall have complete discretion to determine the terms and conditions of Stock Appreciation Rights SARs granted under the Plan. 7- (d) Stock Appreciation Right Plan, including the sole discretion to accelerate exercisability at any time. (b) SAR Agreement. Each Stock Appreciation Right SAR grant will shall be evidenced by an Award Agreement that will shall specify the exercise price, the term of the Stock Appreciation Right, term, the conditions of exercise, and such other terms and conditions as the Administrator, in its sole discretion, will shall determine. (e) (c) Expiration of Stock Appreciation Rights. SARs. A Stock Appreciation Right SAR granted under the Plan will shall expire upon the date determined by the Administrator, in its sole discretion, and as set forth in the Award Agreement. Notwithstanding the foregoing, the rules of Section 6(d) relating to the maximum term Sections 7(f) and 7(g) shall also will apply to Stock Appreciation Rights. (f) SARs. 15 (d) Payment of Stock Appreciation Right SAR Amount. Upon exercise of a Stock Appreciation Right, SAR, a Participant will shall be entitled to receive a payment from the Company in an amount determined by multiplying: (i) The difference between the Fair Market Value of a Share on the date of exercise over the exercise price; times (ii) The number of Shares with respect to which the Stock Appreciation Right SAR is exercised. (iii) At the sole discretion of the Administrator, the payment upon Stock Appreciation Right the exercise of a SAR may be in cash, in Shares of equivalent value, or in some combination thereof. View More Arrow
Found in Business First Bancshares, Inc. contract
Stock Appreciation Rights. (a) Grant of and Exercise. Stock Appreciation Rights. Subject Rights may be granted either alone ("Freestanding SAR") or in addition to other Awards granted under the Plan and may, but need not, relate to all or part of any Stock Option granted under the Plan ("Tandem SAR"). In the case of a Nonqualified Stock Option, a Tandem SAR may be granted either at or after the time of the grant of such Stock Option. In the case of an Incentive Stock Option, a Tandem SAR may be granted only at the time of... the grant of such Stock Option. A Tandem SAR shall terminate and no longer be exercisable upon the termination or exercise of the related Stock Option, subject to such provisions as the Committee may specify at grant where a Tandem SAR is granted with respect to less than the full number of shares covered by a related Stock Option. Stock Options relating to exercised Tandem SARs shall no longer be exercisable to the terms and conditions of extent that the Plan, a related Tandem SARs have been exercised. A Stock Appreciation Right may be granted exercised, subject to a Service Provider at any time Section 6(b), in accordance with the procedures established by the Committee for such purpose and as set forth in the related Award Agreement. Upon such exercise, the Participant shall be entitled to receive an amount determined in the manner prescribed in Section 6(b). (b) Terms and Conditions. Stock Appreciation Rights shall be subject to such terms and conditions, not inconsistent with the provisions of the Plan, as shall be determined from time to time as will be determined by the Administrator, in its sole discretion. (b) Number of Shares. The Administrator will have complete discretion to determine Committee, including the number of Shares subject to any Award of Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share following: (i)The exercise price for of a Tandem SAR shall be the Shares that will determine the amount exercise price of the payment to be received upon related Stock Option. The exercise price of a Stock Appreciation Right as set forth in Section 7(f) will Freestanding SAR shall be determined by the Administrator and will be no not less than one hundred percent (100%) of the Fair Market Value per Share of the Stock on the date of grant. In grant of the event a Stock Freestanding SAR. (ii)Stock Appreciation Right is Rights shall be exercisable only at such time or times and to the extent provided in the related Award Agreement; provided, however, that the exercise provisions of an SAR granted in tandem with an Option, Incentive Stock Option shall be the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject to the provisions of the Plan, will have complete discretion to determine the terms and conditions of Stock Appreciation Rights granted under the Plan. 7- (d) Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions same as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under related Option. (iii)Upon the Plan will expire upon the date determined by the Administrator, in its sole discretion, and set forth in the Award Agreement. Notwithstanding the foregoing, the rules of Section 6(d) relating to the maximum term also will apply to Stock Appreciation Rights. (f) Payment of Stock Appreciation Right Amount. Upon exercise of a Stock Appreciation Right, a Participant will the holder shall be entitled to receive a payment from the Company in an amount determined by multiplying: (i) The difference between in cash or shares of Stock equal in value to the excess of the Fair Market Value of a Share one share of Stock on the date of exercise exercise, over the exercise price; times (ii) The price per share specified in the related Award Agreement multiplied by the number of Shares with shares in respect to of which the Stock Appreciation Right shall have been exercised, with the Committee having the right to determine the form of payment. When payment is exercised. At to be made in Stock, the discretion number of shares to be paid shall be calculated on the basis of the Administrator, Fair Market Value of the payment upon Stock on the date of exercise. 7 (iv)Unless otherwise provided in the related Award Agreement, Stock Appreciation Rights shall not be transferable except under the laws of descent and distribution and shall be exercisable during the lifetime of the Participant only by the Participant. (v)Upon the exercise of a Stock Appreciation Right, any related Stock Option or part thereof to which such Stock Appreciation Right exercise may is related shall be deemed to have been exercised for the purpose of the limitation set forth in cash, in Shares Section 3 of equivalent value, or in some combination thereof. the Plan on the number of shares of Stock to be issued under the Plan. View More Arrow
Found in Clearfield, Inc. contract
Stock Appreciation Rights. (a) 7.1 Grant of and Exercise. The Committee, subject to Board authorization, if indicated, may grant Stock Appreciation Rights. Subject Rights to participants who have been, or are being granted, Stock Options under the terms and conditions Plan as a means of allowing such participants to exercise their Stock Options without the Plan, need to pay the exercise price in cash. In the case of a Nonqualified Stock Option, a Stock Appreciation Right may be granted either at or after the time of the g...rant of such Nonqualified Stock Option. In the case of an Incentive Stock Option, a Stock Appreciation Right may be granted only at the time of the grant of such Incentive Stock Option. 7.2 Terms and Conditions. Stock Appreciation Rights shall be subject to a Service Provider at any time the following terms and from time to time conditions: (a) Exercisability. Stock Appreciation Rights shall be exercisable as will shall be determined by the Administrator, in its sole discretion. (b) Number of Shares. The Administrator will have complete discretion to determine the number of Shares subject to any Award of Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share exercise price for the Shares that will determine the amount of the payment to be received upon exercise of a Stock Appreciation Right as set forth in Section 7(f) will be determined by the Administrator and will be no less than one hundred percent (100%) of the Fair Market Value per Share on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject to the provisions of the Plan, will have complete discretion to determine the terms and conditions of Stock Appreciation Rights granted under the Plan. 7- (d) Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under the Plan will expire upon the date determined by the Administrator, in its sole discretion, Committee and set forth in the Award Agreement. Notwithstanding the foregoing, the rules of Section 6(d) relating Agreement, subject to the maximum term also will apply limitations, if any, imposed by the Code, with respect to related Incentive Stock Appreciation Rights. (f) Payment of Options. (b) Termination. A Stock Appreciation Right Amount. Upon shall terminate and shall no longer be exercisable upon the termination or exercise of a the related Stock Option. (c) Method of Exercise. Stock Appreciation Right, a Participant will Rights shall be exercisable upon such terms and conditions as shall be determined by the Committee and set forth in the Agreement and by surrendering the applicable portion of the related Stock Option. Upon such exercise and surrender, the Holder shall be entitled to receive a payment from number of shares of Common Stock equal to the Company in an amount determined SAR Value divided by multiplying: (i) The difference between the Fair Market Value of a Share on the date of exercise over the exercise price; times (ii) The number of Shares with respect to which the Stock Appreciation Right is exercised. At the discretion (d) Shares Affected Upon Plan. The granting of the Administrator, the payment upon a Stock Appreciation Right exercise shall not affect the number of shares of Common Stock available for Awards under the Plan. The number of shares available for Awards under the Plan will, however, may be in cash, in Shares reduced by the 6 number of equivalent value, or in some combination thereof. shares of Common Stock acquirable upon exercise of the Stock Option to which such Stock Appreciation Right relates. View More Arrow
Found in UnifiedOnline, Inc. contract
Stock Appreciation Rights. (a) Grant The Committee may grant Stock Appreciation Rights to an Employee or Non‐Employee Director separately or in tandem with any Option (for all or a portion of the applicable Option) upon such terms and conditions as the Committee deems appropriate under this Section 11. Dividend Equivalents may not be granted with respect to Stock Appreciation Rights. Subject to (b) Number of Shares, Term and Base Amount. The Committee shall establish the number of shares, the term and the Base Amount of t...he Stock Appreciation Right at the time the Stock Appreciation Right is granted. The term of a Stock Appreciation Right shall not exceed ten years from the Date of Grant. The Base Amount of a Stock Appreciation Right shall not be less than the Fair Market Value of a share of Stock on the Date of Grant of the Stock Appreciation Right.(c) Exercisability. Stock Appreciation Rights shall become exercisable in accordance with such terms and conditions as may be determined by the Committee and specified in the Grant Letter. The Committee may accelerate the exercisability of any or all outstanding Stock Appreciation Rights at any time for any reason. A tandem Stock Appreciation Right shall be exercisable only during the Plan, period when the Option to which it is related is also exercisable. (d) Termination of Employment or Service. Except as provided in the Grant Letter, a Stock Appreciation Right may only be granted to a Service Provider at any time and from time to time as will be determined exercised while the Participant is employed by the Administrator, Company, or providing service as a Non-Employee Director. The Committee shall determine in its sole discretion. (b) Number the Grant Letter under what circumstances and during what time periods a Participant may exercise a Stock Appreciation Right after termination of Shares. The Administrator will have complete discretion to determine the number of Shares subject to any Award employment or service. (e) Exercise of Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share exercise price for the Shares that will determine the amount of the payment to be received upon exercise of When a Participant exercises a Stock Appreciation Right, the Participant shall receive in settlement of such Stock Appreciation Right as set forth in Section 7(f) will be determined an amount equal to the value of the Stock appreciation for the number of Stock Appreciation Rights exercised. The Stock appreciation is the amount by the Administrator and will be no less than one hundred percent (100%) of which the Fair Market Value per Share of the underlying shares of Stock on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in exceeds the cancellation Base Amount of the Option. Otherwise, the Administrator, subject to the provisions of the Plan, will have complete discretion to determine the terms and conditions of Stock Appreciation Rights granted under the Plan. 7- (d) Stock Appreciation Right Agreement. Each as specified in the Grant Letter. The Stock appreciation amount shall be paid in shares of Company Stock, cash or any combination of the two, as the Committee shall determine in the Grant Letter. For purposes of calculating the number of shares of Stock to be received, shares of Stock shall be valued at their Fair Market Value on the date of exercise of the Stock Appreciation Right. Notwithstanding any provision in the Plan or Grant Letter to the contrary, unless the Committee determines otherwise, if a vested Stock Appreciation Right grant will would terminate at a time when trading in Stock is prohibited by law or by the Company's insider trading policy, the vested Stock Appreciation Right may be evidenced by an Award Agreement that will specify exercised until the exercise price, thirtieth (30th) day after expiration of such prohibition (but not beyond the end of the term of the Stock Appreciation Right, Right).12.Dividend Equivalents. (a) General Requirements. When the conditions of exercise, and Committee grants Stock Units or Performance Units under the Plan, the Committee may grant Dividend Equivalents in connection with such other Grants under such terms and conditions as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted Committee deems appropriate under this Section 12; provided that Dividend Equivalents with respect to Grants that are subject to performance conditions shall vest and be paid only if and to the Plan will expire upon extent the date underlying Grants vest and are paid, as determined by the Administrator, in its sole discretion, and set forth Committee. Dividend Equivalents may be paid to Participants currently or may be deferred, consistent with Section 409A of the Code, as determined by the Committee. All Dividend Equivalents that are not paid currently shall be credited to accounts on the Company's records for purposes of the Plan. Dividend Equivalents may be accrued as a cash obligation, or may be converted to Stock Units for the Participant, as determined by the Committee. Unless otherwise specified in the Award Agreement. Notwithstanding Grant Letter, deferred Dividend Equivalents will not accrue interest. The Committee may provide that Dividend Equivalents shall be payable based on the foregoing, achievement of specific performance goals. (b) Payment with Respect to Dividend Equivalents. Dividend Equivalents may be payable in cash or shares of Stock or in a combination of the rules two, as determined by the Committee in the Grant Letter. Vesting of Section 6(d) relating Other Stock-Based Awards shall be subject to the maximum term also will apply requirements described in Section 8(b). Other Stock-Based Awards may be granted subject to achievement of performance goals or other conditions and may be payable in Stock Appreciation Rights. (f) Payment or cash, or in a combination of Stock Appreciation Right Amount. Upon exercise of a Stock Appreciation Right, a Participant will be entitled to receive a payment from the Company in an amount two, as determined by multiplying: (i) The difference between the Fair Market Value of a Share on Committee in the date of exercise over the exercise price; times (ii) The number of Shares with respect to which the Stock Appreciation Right is exercised. At the discretion of the Administrator, the payment upon Stock Appreciation Right exercise Grant Letter. Cash Awards may be in cash, in Shares granted subject to achievement of equivalent value, performance goals or in some combination thereof. other conditions as the Committee deems appropriate. View More Arrow
Found in UGI Corp contract
Stock Appreciation Rights. (a) Grant of The Committee may grant Stock Appreciation Rights. Subject Rights to eligible employees, officers, consultants and advisors of Dominion or a Dominion Company. Each Stock Appreciation Right award shall be evidenced by a Grant Agreement stating the number of shares for which Stock Appreciation Rights are granted, the exercise or base price per share, whether the Stock Appreciation Right is exercisable by the Participant or is to be settled on a fixed date or event, and all other terms... and conditions to which the Stock Appreciation Rights are subject. Stock Appreciation Rights may be granted in connection with all or any part of a Nonstatutory Stock Option to a Participant or as a standalone award. (b) Stock Appreciation Rights shall entitle the Participant, upon exercise or settlement, to receive from Dominion an amount equal to the excess, if any, of (x) the aggregate Fair Market Value of the Plan, Company Stock covered by the exercised or settled Stock Appreciation Right on the date of exercise or settlement over (y) the aggregate exercise price or base price of the Stock Appreciation Right being exercised or settled. Stock Appreciation Rights may be paid or settled in cash or in shares of Company Stock or any portion thereof as set forth in the Grant Agreement, with the number of any shares of Company Stock to be issued upon exercise or settlement determined by dividing the aggregate payment or settlement amount of the Stock Appreciation Right upon exercise or settlement by the Fair Market Value per share of the Company Stock on the date of exercise or settlement, rounded down to the nearest whole share. A Participant shall not have any rights as a shareholder with respect to a stock-settled Stock Appreciation Right unless and until the shares have been issued. (c) The exercise price per share of a Stock Appreciation Right may that is exercisable by a Participant shall not be granted less than 100% of the Fair Market Value of a share of the Company Stock on the Date of Grant, subject to adjustment under Section 18 below. The base price of a Service Provider at Stock Appreciation Right that is not exercisable by a Participant shall be any time and from time to time as will be amount determined by the Administrator, Committee in its sole discretion. (b) Number (d) Stock Appreciation Rights that are exercisable by a Participant shall be exercisable at such times and subject to such conditions as are set forth in the Grant Agreement, but in any event shall not be exercisable for more than eight (8) years after the Date of Shares. The Administrator will have complete discretion Grant. Stock Appreciation Rights that are not exercisable by a Participant shall be settled on the dates or events set forth in the Grant Agreement. Stock Appreciation Rights that are exercisable by a Participant may be exercised by the Participant giving written notice of the exercise to determine Dominion, stating the number of Shares subject to any Award of Stock Appreciation Rights. (c) Exercise Price Rights the Participant has elected to exercise. (e) Stock Appreciation Rights that are granted in tandem with Nonstatutory Stock Options shall entitle the Participant, upon exercise of all or any part of the Stock Appreciation Rights, to surrender to Dominion unexercised that portion of the related Nonstatutory Stock Option relating to the same number of shares of Company Stock as is covered by the Stock Appreciation Rights (or the portion of the Stock Appreciation Rights so exercised) and Other Terms. The per Share to receive in exchange from Dominion an amount equal to the excess of (x) the aggregate Fair Market Value on the date of exercise of the Company Stock covered by the surrendered portion of the related Nonstatutory Stock Option over (y) the aggregate exercise price for the Shares that will determine the amount of the payment to be received upon Company Stock covered by the surrendered portion of the related Nonstatutory Stock Option. Upon the exercise of a Stock Appreciation Right as set forth in Section 7(f) will be determined by the Administrator and will be no less than one hundred percent (100%) surrender of the Fair Market Value per Share on related portion of the date of grant. In the event a related Nonstatutory Stock Appreciation Right is granted in tandem with an Option, the exercise of Nonstatutory Stock Option, to the extent surrendered, shall not thereafter be exercisable. A tandem Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject be exercisable only to the provisions of extent that the Plan, will have complete discretion to determine the terms related Nonstatutory Stock Option is exercisable and conditions of Stock Appreciation Rights granted under the Plan. 7- (d) Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under the Plan will expire upon the date determined by the Administrator, in its sole discretion, and set forth in the Award Agreement. Notwithstanding the foregoing, the rules of Section 6(d) relating to the maximum term also will apply to Stock Appreciation Rights. (f) Payment of Stock Appreciation Right Amount. Upon exercise of only at a Stock Appreciation Right, a Participant will be entitled to receive a payment from the Company in an amount determined by multiplying: (i) The difference between time when the Fair Market Value of a Share on the date of exercise over the exercise price; times (ii) The number of Shares with respect to which Company Stock covered by the Stock Appreciation Right is exercised. At exceeds the discretion exercise price of the Administrator, Company Stock covered by the payment upon related Nonstatutory Stock Option. A tandem Stock Appreciation Right shall have the same Date of Grant and expiration date as the related Nonstatutory Stock Option and the exercise price per share of the tandem Stock Appreciation Right shall equal the exercise price per share of the related Nonstatutory Stock Option. For avoidance of doubt, Stock Appreciation Rights may not be granted in cash, in Shares of equivalent value, or in some combination thereof. tandem with Incentive Stock Options. View More Arrow
Found in Dominion Energy contract