Company Capitalization means the sum, as of immediately prior to the Equity Financing, of: (1) all shares of Capital Stock (on an as-converted basis) issued and outstanding, assuming exercise or conversion of all outstanding vested and unvested options, warrants and other convertible securities, but excluding (A) this instrument, (B) all other Safes, and (C) convertible promissory notes; and (2) all shares of Common Stock reserved and available for future grant under any equity incentive or similar plan of the Company, and/or any equity incentive or similar plan to be created or increased in connection with the Equity Financing.
Company Capitalization is calculated as of immediately prior to the Equity Financing and (without double-counting, in each case calculated on an as-converted to Common Stock basis): Includes all shares of Capital Stock issued and outstanding; Includes all Converting Securities; Includes all (i) issued and outstanding Options and (ii) Promised Options; and Includes the Unissued Option Pool, except that any increase to the Unissued Option Pool in connection with the Equity Financing shall only be included to the extent that the number of Promised Options exceeds the Unissued Option Pool prior to such increase.
Company Capitalization means the sum, as of immediately prior to the Equity Financing, of: (1) all shares of Capital Stock (on an as-converted basis) issued and outstanding, assuming exercise or conversion of all outstanding vested and unvested options, warrants and other convertible securities, but excluding (A) this instrument, (B) all other SAFEs, and (C) convertible promissory notes; and (2) all shares of Common Stock reserved and available for future grant under any equity incentive or similar plan of the Company, and/or any equity incentive or similar plan to be created or increased in connection with the Equity Financing.Accessed by
Examples of Company Capitalization in a sentence
As of the Company Capitalization Date, the Company held 432,087,182 shares of Company Common Stock in its treasury.
Pro rata share for purposes of this Pro Rata Right is the ratio of (x) the number of shares of Capital Stock issued from the conversion of all of the Investor’s Safes with a “Post-Money Valuation Cap” plus all unexercised but unexpired Option to Increase Purchase Amount to (y) the Company Capitalization.
Other than the Company Options, Company Restricted Shares, Company RSUs, Company Cap Units and Company Deferred Equity Units that are outstanding as of the Company Capitalization Date, no other equity-based awards are outstanding as of the Company Capitalization Date.
As of the Company Capitalization Date, (1) Options to purchase an aggregate of 855,978 Company Common Shares (790,978 of which were exercisable) were issued and outstanding, and (2) 1,155,382 Company Common Shares were reserved and available for issuance pursuant to the Incentive Plans.
The SAFE Price means the price per share equal to the Valuation Cap or Post–Money Valuation Cap divided by the Company Capitalization.
More Definitions of Company Capitalization
Company Capitalization means the sum, as of immediately prior to the Equity Financing, of: (1) all Units (on an as-converted basis) issued and outstanding, assuming exercise or conversion of all outstanding vested and unvested options, warrants and other convertible securities, as well as all profits interests, but excluding: (A) this instrument, (B) all other Safes, and (C) convertible promissory notes; (2) all phantom interests of the Company; and (3) all Common Units reserved and available for future grant under any equity incentive or similar plan of the Company, and/or any equity incentive or similar plan to be created or increased in connection with the Equity Financing.
Company Capitalization is calculated as of immediately prior to the Equity Financing and (without double-counting): ● Includes all shares of Capital Stock issued and outstanding; ● Includes all Converting Securities; ● Includes all (i) issued and outstanding Options and (ii) Promised Options; ● Includes the Unissued Option Pool; and ● Excludes, notwithstanding the foregoing, any increases to the Unissued Option Pool (except to the extent necessary to cover Promised Options that exceed the Unissued Option Pool) in connection with the Equity Financing.
Company Capitalization means the sum, as of immediately prior to the Equity Financing, of:
Company Capitalization means the sum, as of immediately prior to the Equity Fi- nancing, of: (1) all shares of Capital Stock (on an as-converted basis) issued and outstanding, assuming exercise or conversion of all outstanding vested and unvested options, warrants and other convertible se- curities, but excluding (A) this instrument, (B) all other Safes, and (C) convertible promissory notes; and
Company Capitalization means, as of any date of measurement, the total number of outstanding shares of voting capital stock of the Company.
Company Capitalization is calculated as of immediately prior to the Voluntary Company Conversion and (without double-counting): ● Includes all shares of Capital Stock issued and outstanding; ● Includes all (i) issued and outstanding Options and (ii) Promised Options; ● Includes all Converting Securities; ● Includes the Unissued Option Pool; and ● Excludes, notwithstanding the foregoing, any increases to the Unissued Option Pool (except to the extent necessary to cover Promised Options that exceed the Unissued Option Pool) in connection with the Voluntary Company Conversion, if applicable.
Company Capitalization is calculated as of immediately after the Equity Financing and (without double-counting): ● Includes all shares of Capital Stock issued and outstanding; ● Includes all Standard Preferred Stock ● Includes all Preferred Stock ● Includes all Common Stock ● Converting Securities; ● Includes all (i) issued and outstanding Options and (ii) Promised Options; ● Includes the Unissued Option Pool; and ● Excludes, notwithstanding the foregoing, any increases to the Unissued Option Pool (except to the extent necessary to cover Promised Options that exceed the Unissued Option Pool) in connection with the Equity Financing.