Common use of Adjustment Upon Changes in Capitalization Clause in Contracts

Adjustment Upon Changes in Capitalization. (a) The aggregate number of Option Shares and the Purchase Price shall be appropriately adjusted by the Committee for any increase or decrease in the number of issued shares of Common Stock resulting from a subdivision or consolidation of shares or other capital adjustment, or the payment of a stock dividend or other increase or decrease in such shares, effected without receipt of consideration by the Corporation, or other change in corporate or capital structure. The Committee shall also make the foregoing changes and any other changes, including changes in the classes of securities available, to the extent reasonably necessary or desirable to preserve the intended benefits under this Employee Option Agreement in the event of any other reorganization, recapitalization, merger, consolidation, spin-off, extraordinary dividend or other distribution or similar transaction involving the Corporation.

Appears in 24 contracts

Samples: Employee Option Agreement (Hexcel Corp /De/), Employee Option Agreement (Hexcel Corp /De/), Employee Option Agreement (Hexcel Corp /De/)

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Adjustment Upon Changes in Capitalization. (a) The aggregate number of Option Shares and the Purchase Price shall be appropriately proportionately adjusted by the Committee for any increase or decrease in the number of issued shares of Common Stock resulting from a subdivision or consolidation of shares or other capital adjustment, or the payment of a stock dividend or other increase or decrease in such shares, effected without receipt of consideration by the CorporationCompany, or other change in corporate or capital structure. The Committee shall also make the foregoing changes and any other changes, including changes in the classes of securities available, to the extent reasonably necessary or desirable to preserve the intended benefits under this Employee Option Agreement in the event of any other reorganization, recapitalization, merger, consolidation, spin-off, extraordinary dividend or other distribution or similar transaction involving the CorporationCompany.

Appears in 4 contracts

Samples: Employee Option Agreement (Hexcel Corp /De/), Employee Option Agreement (Hexcel Corp /De/), Employee Option Agreement (Hexcel Corp /De/)

Adjustment Upon Changes in Capitalization. (a) The aggregate number of Option Shares and the Purchase Price shall be appropriately adjusted by the Committee for any increase or decrease in the number of issued shares of Common Stock resulting from a subdivision or consolidation of shares or other capital adjustment, or the payment of a stock dividend or other increase or decrease in such shares, effected without receipt of consideration by the Corporation, or other change in corporate or capital structure. The Committee shall also make the foregoing changes and any other changes, including changes in the classes of securities available, to the extent reasonably necessary or desirable to preserve the intended benefits under this Employee Option Agreement in the event of any other reorganization, recapitalization, merger, consolidation, spin-off, extraordinary dividend or other distribution or similar transaction involving the Corporation.

Appears in 3 contracts

Samples: Retainer Fee Option Agreement (Hexcel Corp /De/), Performance Accelerated Stock Option Agreement (Hexcel Corp /De/), Retainer Fee Option Agreement (Hexcel Corp /De/)

Adjustment Upon Changes in Capitalization. (a) The aggregate number of Option Shares and the Purchase Price shall be appropriately adjusted by the Committee for any increase or decrease in the number of issued shares of Common Stock resulting from a subdivision or consolidation of shares or other capital adjustment, or the payment of a stock dividend or other increase or decrease in such shares, effected without receipt of consideration by the CorporationCompany, or other change in corporate or capital structure. The Committee shall also make the foregoing changes and any other changes, including changes in the classes of securities available, to the extent reasonably necessary or desirable to preserve the intended benefits under this Employee Option Agreement in the event of any other reorganization, recapitalization, merger, consolidation, spin-off, extraordinary dividend or other distribution or similar transaction involving the CorporationCompany.

Appears in 3 contracts

Samples: Employee Option Agreement (Hexcel Corp /De/), Employee Option Agreement (Hexcel Corp /De/), Employee Option Agreement (Hexcel Corp /De/)

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Adjustment Upon Changes in Capitalization. (a) The aggregate number of Option Shares and the Purchase Price shall be appropriately proportionately adjusted by the Committee for any increase or decrease in the number of issued shares of Common Stock resulting from a subdivision or consolidation of shares or other capital adjustment, or the payment of a stock dividend or other increase or decrease in such shares, effected without receipt of consideration by the CorporationCompany, or other change in corporate or capital structure. The Committee shall also make the foregoing changes and any other changes, including changes in the classes of securities available, to the extent reasonably necessary or desirable to preserve the intended benefits under this Employee Option Agreement in the event of any other reorganization, recapitalization, merger, consolidation, spin-off, extraordinary dividend or other distribution or similar transaction involving the CorporationCompany.

Appears in 3 contracts

Samples: Employee Option Agreement (Hexcel Corp /De/), Revised Employee Option Agreement (Hexcel Corp /De/), Employee Option Agreement (Hexcel Corp /De/)

Adjustment Upon Changes in Capitalization. (a) The aggregate number of Option Shares and the Purchase Price shall be appropriately adjusted by the Committee for any increase or decrease in the number of issued shares of Common Stock resulting from a subdivision or consolidation of shares or other capital adjustment, or the payment of a stock dividend or other increase or decrease in such shares, effected without receipt of consideration by the Corporation, or other change in corporate or capital structure. The Committee shall also make the foregoing changes and any other changes, including changes in the classes of securities available, to the extent reasonably necessary or desirable to preserve the intended benefits under this Employee Option Agreement in the event of any other reorganization, recapitalization, merger, consolidation, spin-spin- off, extraordinary dividend or other distribution or similar transaction involving the Corporation.

Appears in 1 contract

Samples: Retainer Fee Option Agreement (Hexcel Corp /De/)

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