Voting by Directors and Executive Officers. As of August 23, 2021, Five9 directors, executive officers, and their respective affiliates, as a group, beneficially held and were entitled to vote 427,020 shares of Five9 common stock, representing 0.63% of the voting power of Five9 common stock. Five9 currently expects that all of its directors and executive officers will vote their shares “FOR” the merger proposal, “FOR” the non-binding compensation advisory proposal and “FOR” the adjournment proposal although none of the Five9 directors or officers has entered into any agreement requiring them to do so. Interests of Five9 Directors and Executive Officers in the Merger (page 76) In considering the recommendation of the Five9 board with respect to the merger proposal and the non-binding compensation advisory proposal, Five9 stockholders should be aware that the directors and executive officers of Five9 have interests in the merger that may be different from, or in addition to, the interests of Five9 stockholders generally. The members of the Five9 board were aware of and considered these interests, among other matters, in evaluating and negotiating the merger agreement, in approving the merger agreement and in determining to recommend that Five9 stockholders approve the merger proposal. Conditions to the Merger (page 106) The obligations of Zoom and Five9 to consummate the merger will be subject to the satisfaction or waiver of the following conditions: • Five9 Stockholder Approval—The approval of the merger and the adoption of the merger agreement by the affirmative vote of the holders of at least a majority of the voting power of the outstanding shares of Five9 common stock (which we refer to as the “Five9 stockholder approval”);
Voting by Directors and Executive Officers. Simultaneous with the execution of this Agreement, First Franklin’s directors and executive officers, shall each enter into the agreement set forth as Exhibit C to this Agreement;
Voting by Directors and Executive Officers. As of February 19, 2019, Denbury directors and executive officers, and their affiliates, as a group, owned and were entitled to vote 4,824,264 shares of Denbury Common Stock, or approximately 1.0% of the total outstanding shares of Denbury Common Stock as of February 19, 2019. Denbury currently expects that all of its directors and executive officers will vote their shares “ FOR ” the Denbury Issuance Proposal and “ FOR ” the Denbury Charter Amendment Proposal.
Voting by Directors and Executive Officers. As of February 19, 2019, Penn Virginia directors and executive officers, and their affiliates, as a group, owned and were entitled to vote 55,102 shares of Penn Virginia Common Stock, or approximately 0.3% of the total outstanding shares of Penn Virginia Common Stock as of February 19, 2019 (excluding Penn Virginia service-based restricted stock and Penn Virginia performance-based stock). Penn Virginia currently expects that all of its directors and executive officers will vote their shares “ FOR ” the approval of the Penn Virginia Merger Proposal and “ FOR ” the approval of the Penn Virginia Non-Binding Compensation Advisory Proposal.
Voting by Directors and Executive Officers. On __________, 2005, directors and executive officers of Azur and their affiliates (some of whom are also directors and executive officers of Harvest) were entitled to vote approximately 9,157,960 shares of Azur common stock, or approximately 20% of the shares of Azur common stock outstanding on that date. Each of such persons has informed Azur that he or she intends to vote FOR approval of the Share Exchange Agreement and each of the directors of Azur has stated that he recommends approval of the Share Exchange Agreement by the other stockholders of Azur. Conflicts of Interest The interests of certain members of the Board and Management of Harvest and Azur could be different than those of other Harvest and Azur shareholders. For example, three of the directors (constituting all of the members of the Harvest Board and 60% of the members of the Azur Board) were members of both boards during a period of time when the companies were conducting their due diligence and prior to the negotiation of the Share Exchange Agreement, and certain officers and directors of Harvest and Azur own stock in Azur. Axxx owns a majority of the voting stock of Harvest. See “Risk Factors —“Various conflicts of interest existed during the negotiation of the Share Exchange Agreement.”
Voting by Directors and Executive Officers. Concurrent with the execution of this Agreement, the directors and executive officers of Parent shall have entered into and delivered to Bradford the Support Agreement set forth as EXHIBIT A to this Agreement;
Voting by Directors and Executive Officers. Concurrently with the execution of this Agreement, or within five (5) business days thereof, all Directors and the Executive Officers of Skibo set forth in Skibo Disclosure Schedule 5.10(a)(i), xhall have entered intx xxx agreement set forth as Exhibit C to this Agreement;
Voting by Directors and Executive Officers. As of May 31, 2022, MBI directors and executive officers, and their affiliates, as a group, owned and were entitled to vote 6,551,708 shares of MBI Common Stock, or approximately 3.6% of the total outstanding shares of MBI Common Stock as of May 31, 2022. XXX currently expects that all of its directors and executive officers will vote their shares “FOR” the merger proposal, “FOR” the non-binding compensation advisory proposal and “FOR” the adjournment proposal. Comparison of Equityholder Rights MBI Stockholders will have different rights once they become BIOX shareholders due to differences between the organizational documents of MBI and BIOX. These differences are described in more detail under the section entitled “Comparison of Equityholder Rights” beginning on page 118 of this proxy statement/ prospectus. Summary Risk Factors
Voting by Directors and Executive Officers. As of the date of this proxy statement/prospectus, directors and executive officers of Gener8 personally owned (directly or indirectly) and had the right to vote approximately 1.96% of the issued and outstanding Gener8 common shares entitled to be voted at the Special Meeting. Entities affiliated with directors and executive officers of Gener8 owned (directly and indirectly) and had the right to vote approximately 36.1% of the issued and outstanding Gener8 common shares entitled to be voted at the Special Meeting. Approximately 4.30% of the outstanding common shares of Gener8 entitled to vote are owned (directly and indirectly) by directors, executive officers and their affiliates that are not parties to a Voting Agreement or the Proxies.
Voting by Directors and Executive Officers. As of May 31, 2018, Concho directors and executive officers, and their affiliates, as a group, owned and were entitled to vote 1,700,926 shares of Concho common stock, or approximately 1.1% of the total outstanding shares of Concho common stock as of May 31, 2018. Xxxxxx currently expects that all of its directors and executive officers will vote their shares “ FOR ” the Concho issuance proposal. Adjournment If a quorum is not present or if there are not sufficient votes for the approval of the Concho issuance proposal, Xxxxxx expects that the Concho special meeting will be adjourned by the chairman of the Concho special meeting to solicit additional proxies in accordance with the merger agreement. At any subsequent reconvening of the Concho special meeting, all proxies will be voted in the same manner as the manner in which such proxies would have been voted at the original convening of the Concho special meeting, except for any proxies that have been validly revoked or withdrawn prior to the subsequent meeting. Special Meeting of RSP Stockholders (page 60)
