Change in Ownership or Control definition

Change in Ownership or Control means a change in the ownership or effective control of the Company or in the ownership of a substantial portion of the assets of the Company determined in accordance with Section 280G(b)(2) of the Code.

Change in Ownership or Control has the meaning given to that term (without initial caps) in the Treasury Regulations published under Section 280G.

Change in Ownership or Control means a change in the ownership or effective control of MicroStrategy or in the ownership of a substantial portion of the assets of MicroStrategy determined in accordance with Section 280G(b)(2) of the Code.

Examples of Change in Ownership or Control in a sentence

• For example, in the case of an equity grant that is treated as contingent on the Change in Ownership or Control because the time at which the payment is made or the payment vests is accelerated, the denominator shall be determined by reference to the fair market value of the equity at the acceleration date, and not in accordance with the methodology for determining the value of accelerated payments set forth in Treasury Regulation Section 1.280G-1Q/A-24(b) or (c)).

• For example, in the case of an equity grant that is treated as contingent on the Change in Ownership or Control because the time at which the payment is made or the payment vests is accelerated, the denominator shall be determined by reference to the fair market value of the equity at the acceleration date, and not in accordance with the methodology for determining the value of accelerated payments set forth in Treasury Regulation Section 1.280G-1 Q/A-24(b) or (c)).

• Any payments or other benefits otherwise due to the Covered Employee following a Change in Ownership or Control that could reasonably be characterized (as determined by the Company) as Contingent Compensation Payments (the “Potential Payments”) shall not be made until the dates provided for in this Section 14(d).

• Within thirty (30) days after each date on which the Covered Employee first become entitled to receive (whether or not then due) a Contingent Compensation Payment relating to such Change in Ownership or Control, the Company shall determine and notify the Covered Employee (with reasonable detail regarding the basis for its determinations) (1) which Potential Payments constitute Contingent Compensation Payments, (2) the Eliminated Amount and (3) whether the Section 14(b) Override is applicable.

• Notwithstanding a Participant’s Election pursuant to this Section 7, if a Change in Ownership or Control (within the meaning of Section 409A) occurs prior to the Deferred Date, the Deferred Amounts will be distributed to the Participant on the date of the Change in Ownership or Control.

More Definitions of Change in Ownership or Control

Change in Ownership or Control means a change in the ownership or effective control of the Corporation or in the ownership of a substantial portion of the assets of the Corporation determined in accordance with Section 280G(b)(2) of the Code.

Change in Ownership or Control means a person other than the permittee that has been granted a real property interest or lease interest in the property subject to the permit; but does not include a person with a familial relationship to the permittee.

Change in Ownership or Control means a change in the ownership or effective control of the

Change in Ownership or Control means a change in the ownership or effective control of AWHI or AWI or in the ownership of a substantial portion of the assets of AWHI or AWI determined in accordance with Section 280G(b)(2) of the Code;

Change in Ownership or Control means to the extent provided by Treasury Regulations issued under Code Section 409A, a change in the ownership or effective control of the Corporation, or in the ownership of a substantial portion of the assets of the Corporation.

Change in Ownership or Control shall be deemed to have occurred if, without the prior written consent of the Required Banks, at any time on or after the Effective Date: (i) any Person or group (within the meaning of Rule 13d-5 under the Securities Exchange Act of 1934, as amended) other than one or more members of the Existing Ownership Group shall beneficially own, directly or indirectly, a percentage of the Ordinary Voting Stock that is at such time in excess of the percentage of the Ordinary Voting Stock beneficially owned, directly or indirectly, at such time by all members of the Existing Ownership Group taken as a whole; (ii) any Person or group (within the meaning of Rule 13d-5 under the Securities Exchange Act of 1934, as amended) other than one or more members of the Existing Ownership Group shall beneficially own, directly or indirectly, a percentage of the Ordinary Voting Stock that is at such time in excess of 25% of the Ordinary Voting Stock outstanding at such time; or (iii) the Continuing Directors shall fail to constitute a majority of the Board of Directors of the Borrower at such time.

Change in Ownership or Control means (i) prior to the effective date of the Separation, a change in the ownership or effective control of ONEOK or in the ownership of a substantial portion of ONEOK’s assets within the meaning of Code Section 409A and the Treasury Regulations thereunder; and (ii) on or after the effective date of the Separation, a change in the ownership or effective control of ONE Gas or in the ownership of a substantial portion of ONE Gas’s assets within the meaning of Code Section 409A and the Treasury Regulations thereunder. For avoidance of doubt, the Separation will not constitute a Change in Ownership or Control for purposes of the Plan.