Eligible Stockholder definition

Eligible Stockholder means a person who has either (A) been a record holder of shares of common stock of the Corporation used to satisfy the eligibility requirements in Section 1.13(d) continuously for the required three-year period or (B) provides to the Secretary of the Corporation, within the time period referred to in Section 1.13(e), evidence of continuous Ownership of such shares for such three-year period from one or more securities intermediaries.
Eligible Stockholder means one or more stockholders or beneficial owners that expressly elect at the time of the delivery of the Stockholder Notice to have a Stockholder Nominee included in the corporation’s proxy materials, (2) Own and have Owned (as defined in Section 1.11(iii) below) continuously for at least three (3) years as of the date of the Stockholder Notice, a number of shares that represents at least three percent (3%) of the outstanding shares entitled to vote as of the date of the Stockholder Notice (the “Required Shares”), and (3) satisfy such additional requirements as are set forth in these by-laws, including subsections (b) and (c) below.
Eligible Stockholder means any Person who holds, together with its Affiliates, 5% or more of the Outstanding Voting Securities or Capital Stock into which any Outstanding Voting Securities may be converted.

Examples of Eligible Stockholder in a sentence

  • Notwithstanding any other provision of these Bylaws, the Company shall not reimburse any Eligible Stockholder for any Expenses if (1) making such a payment would cause the Company to violate any applicable law, render the Company insolvent, or cause the Company to breach a material obligation incurred without reference to the obligations imposed by this Section X or (2) any member of the Nominating Group violated any applicable laws, rules or regulations in connection with the Nomination.


More Definitions of Eligible Stockholder

Eligible Stockholder means a person who has either (A) been a record holder of the shares of Common Stock used to satisfy the eligibility requirements in Section 2.13(d) continuously for the required three-year period or (B) provides to the Secretary, within the time period referred to in Section 2.13(e), evidence of continuous Ownership of such shares for such three-year period from one or more securities intermediaries; provided, however, that any holder of Class Pilot MEC Junior Preferred Stock or Class IAM Junior Preferred Stock or any affiliate of such holder shall not qualify as an Eligible Stockholder.
Eligible Stockholder means a stockholder of the Corporation (i) who is a stockholder of record on the date of the giving of the notice by such stockholder provided for in this Section 11 or Section 12 (as the case may be) and on the record date for the determination of stockholders entitled to vote at the applicable annual or special meeting of the stockholders, (ii) who is entitled to vote on the business proposed in such notice to be conducted at an annual meeting of the stockholders (in the case of Section 12) or for the election of directors to be elected at an annual or special meeting of stockholders (in the case of this Section 11) and (iii) who complies with the applicable procedures set forth in this Section 11 or Section 12 (as the case may be).
Eligible Stockholder means, as determined from time to time, a Stockholder who (i) is an “accredited investor” as such term is defined in Rule 501 of the Securities Act and (ii) holds in excess of %(1) of the then outstanding Stockholder Shares.
Eligible Stockholder means each Stockholder holding at least 1% of the outstanding capital stock of the Company, on a fully diluted basis.
Eligible Stockholder means a person who has either (1) been a record holder of the shares of common stock of the Corporation used to satisfy the eligibility requirements in Section 7(d) continuously for the required three-year period or (2)
Eligible Stockholder means a Stockholder or group of no more than twenty Stockholders (counting as one Stockholder, for this purpose, any two or more funds that are part of the same Qualifying Fund Group) that (A) has Owned continuously for at least three years (the “Minimum Holding Period”) a number of shares of stock of the Corporation that represents at least three percent of the outstanding shares of each class of stock of the Corporation entitled to vote as of the date the Nomination Notice is delivered to or mailed and received by the Secretary in accordance with this Section (“Required Shares”), (B) continues to own the Required Shares through the date of the annual meeting, and (C) satisfies all other requirements of, and complies with all applicable procedures set forth in, this Section, including, providing evidence of continuous Ownership of such shares for such three-year period from one or more securities intermediaries. No shares may be attributed to more than one Eligible Stockholder. A “Qualifying Fund Group” is a group of two or more funds that are (1) under common management and investment control, (2) under common management and funded primarily by the same employer or (3) a “family of investment companies” or “group of investment companies” as such terms are defined the Investment Company Act of 1940, as amended. Whenever the Eligible Stockholder consists of a group of Stockholders (including a group of funds that are part of the same Qualifying Fund Group), (I) each provision in this Section that requires the Eligible Stockholder to provide any written statements, representations, undertakings, agreements or other instruments or to meet any other conditions shall be deemed to require each stockholder (including each individual fund) that is a member of such group to provide such statements, representations, undertakings, agreements or other instruments and to meet such other conditions (except that the members of such group may aggregate the shares that each member has owned continuously for the Minimum Holding Period in order to meet the three percent ownership requirement of the “Required Shares” definition), and (II) a breach of any obligation, agreement or representation under this Section by any member of such group shall be deemed a breach by the Eligible Stockholder. No person may be a member of more than one group of Stockholders constituting an Eligible Stockholder with respect to any annual meeting, and if any stockholder appears as a member of m...
Eligible Stockholder means each of the Persons identified as “Eligible Stockholders” on Schedule 2 attached hereto, as amended, and any Transferee.