Company Capitalization definition

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.

Examples of Company Capitalization in a sentence

  • From the Company Capitalization Date to the date of this Agreement, the Company has not issued any Company Shares except pursuant to the settlement of vested Company RSUs outstanding as of the Company Capitalization Date.

  • Except as set forth in this Section 3.2(a), and for changes since the Company Capitalization Date resulting from the vesting or settlement of Company RSUs, in each case in accordance with their terms, as of the date of this Agreement, the Company has no shares or other equity interests in issue.


More Definitions of Company Capitalization

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: (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 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 the sum, as of immediately prior to the Equity Financing, of:
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 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 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 StockConverting 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.