5% Stockholder definition

5% Stockholder means, in connection with a proposed Transfer of Equity Securities of the Company, any Person or Group that has filed or is required to file a statement of beneficial ownership report on Schedule 13D or Schedule 13G with the SEC which reports such Person’s or Group’s beneficial ownership of five percent (5%) or more of the total outstanding Common Stock at the time of such proposed Transfer.
5% Stockholder means, in respect of any business combination, any person (other than the Corporation or any Subsidiary) who or which, as of the record date for the determination of stockholders entitled to notice of and to vote on such business combination, or immediately prior to the consummation of any such transaction,
5% Stockholder means a holder of the Company’s shares who holds or is entitled to purchase, directly or indirectly, alone or together with a “relative” thereof, one of the following:

Examples of 5% Stockholder in a sentence

  • The regulations further provide that an investment company which is registered under the Investment Company Act of 1940, as amended, will not be treated as a 5% Stockholder for such purposes.

  • In no event, however, shall any non-employee Board member who is, directly or indirectly, a 5% Stockholder or who is otherwise affiliated with, or a representative of, a 5% Stockholder be eligible to receive any option grants under the Automatic Option Grant Program.

  • However, in no event shall a non-employee Board member be eligible to receive option grants under the Automatic Option Grant Program if such individual is a 5% Stockholder or is a representative of, or affiliated with, a 5% Stockholder.

  • MYTH – Alcohol or drugs taken after the first trimester will not affect the unborn baby.

  • The individuals and entities that are considered “related persons” include:• Directors and executive officers of Tesla;• Any person known to be the beneficial owner of five percent or more of Tesla’s common stock (a “5% Stockholder”); and• Any immediate family member, as defined in Item 404(a) of Regulation S-K, of a director, executive officer or 5% Stockholder.


More Definitions of 5% Stockholder

5% Stockholder means any Person or Public Group who is a "5-percent stockholder" of the Corporation within the meaning of Section 382, substituting "4.5 percent" for "5 percent" each place it appears therein.
5% Stockholder means, in connection with a proposed Transfer of Equity Securities of the Company, any Person or Group that has already filed and still has in effect, a Statement of Beneficial Ownership Report on Schedule 13D or Schedule 13G with the SEC which reports such Person’s or Group’s Beneficial Ownership of five percent (5%) or more of the total outstanding Common Stock at the time of such proposed Transfer (other than any investment company or mutual fund that has filed, or has a current obligation to file, a report on Schedule 13G (and not Schedule 13D) with respect to its ownership of shares of capital stock of the Company). The initial list of 5% Stockholders as of the date of this Agreement is set forth on Schedule 1.1, and the Company shall have the opportunity to update and amend such list by written notice on a quarterly basis and within the first twenty four (24) hours following the Company’s receipt of an Apollo Transfer Notice, in each case acting reasonably and in good faith, to add or remove, as applicable, any Person who at such time has become or ceases to be, as applicable, a 5% Stockholder.
5% Stockholder means each Stockholder Group with an Aggregate Ownership of at least five percent (5%) of the issued and outstanding shares of Common Stock as of such date.
5% Stockholder means an entity or person that is known to be the beneficial owner of more than 5% of any class of G8’s voting securities, excluding any beneficial owner that reports its ownership on Schedule 13G.
5% Stockholder means, in connection with a proposed Transfer of Equity Securities of SeaWorld, any Person or Group that has filed or is required to file a statement of beneficial ownership report on Schedule 13D or Schedule 13G with the SEC which reports such Person’s or Group’s beneficial ownership of five percent (5%) or more of the total outstanding Common Stock at the time of such proposed Transfer.
5% Stockholder means each Stockholder who, together with its Affiliates, as of a specified date, owns or holds with power to vote 5% or more of the outstanding shares of Common Stock as of such date.
5% Stockholder means any Person that holds five percent (5%) or more of the total outstanding shares of voting stock of the Corporation.