Existing Stockholder Shares definition

Existing Stockholder Shares means shares of Common Stock constituting in the aggregate no more than five percent (5%) of the Common Stock issued and outstanding immediately after consummation of the Restructuring, to be issued to Existing Stockholders pursuant to the Restructuring in the circumstances described in Section 3.3(a).
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Existing Stockholder Shares means (i) any shares of Common Stock issued to the Existing Stockholders pursuant to the Recapitalization Agreement or held by the Existing Stockholders as of the date hereof, (ii) any shares of Common Stock otherwise acquired by the Existing Stockholders, (iii) any shares of Common Stock issued or issuable upon conversion of the Preferred Stock, and (iv) any equity securities issued or issuable directly or indirectly with respect to the Common Stock referred to in clauses (i), (ii) and (iii) by way of stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization.
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Existing Stockholder Shares means, collectively: (i) the Restricted Shares and (ii) any other shares of Common Stock held by any Existing Stockholder or any Permitted Transferee thereof, including shares of Common Stock issuable upon conversion of any option, warrant or other convertible security granted or issued by the Company, whether, in the case of each of the foregoing clauses (i) and (ii), outstanding as of the date of this Agreement or granted or issued thereafter.
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Examples of Existing Stockholder Shares in a sentence

  • Unless Transferred pursuant to a Permitted Transfer, (a) the Existing Stockholder Shares set forth opposite such Stockholder’s name on Exhibit A are, and all of such Stockholder’s Covered Stockholder Shares during the term of this Agreement will be, Beneficially Owned or owned of record by such Stockholder and (b) such Stockholder has good and valid title to such Existing Stockholder Shares.

  • Parent and Merger Subsidiary acknowledge and agree, for the benefit of the Stockholders and their Affiliates, that the Other Voting and Support Agreement is identical to this Agreement in all respects, other than the number of Existing Stockholder Shares held by the Other Stockholders as set forth in Exhibit A to the Other Voting and Support Agreement, the identity of the Other Stockholders and the provisions related to the Excluded Shares.

  • As of the date hereof, the Existing Stockholder Shares constitute all of the shares of Company Common Stock (or any other equity interests of the Company) Beneficially Owned or owned of record by the Stockholder or its controlled Affiliates (other than Ordinary Course Securities).

  • For Research Licences, publications relating to the performance of the SOFTWARE require the prior written permission of SCAPOS, which permission may not be unduly withheld or delayed.

  • Except as otherwise provided herein, no modification, amendment or waiver of any provision of this Agreement shall be effective against the Company or the Stockholders unless such modification, amendment or waiver is approved in writing by the Company and the holders of at least a majority of the then outstanding Xxxx Shares and the holders of at least a majority of the then outstanding Existing Stockholder Shares.

  • The holders of a majority of all then outstanding Investor Shares may grant a waiver or effect any modification or amendment on behalf of all Investors and the holders of a majority of all then outstanding Existing Stockholder Shares may grant a waiver or effect any modification or amendment on behalf of all Existing Stockholders.

  • The Second Circuit first rejected the notion that the distributions were not “under the plan,” citing the language of the disclosure statement stating “the Holder of such Class 9 Existing Stockholder Interest shall receive the Existing Stockholder Shares and the Warrants.” Id. at 95.

  • As of the date hereof, the Existing Stockholder Shares set forth opposite such Stockholder’s name on Exhibit A constitute all of the shares of Company Stock (or any other equity interests of the Company) Beneficially Owned or owned of record by such Stockholder or its Affiliates.

  • Icahn EXHIBIT A OWNERSHIP OF EXISTING STOCKHOLDER SHARES Direct Beneficial Owner Number of Existing Stockholder Shares Icahn Partners LP 9,889,908 shares of Company Common Stock Icahn Partners Master Fund LP 6,840,052 shares of Company Common Stock Indirect Beneficial Owner -- Icahn Offshore LP -- Icahn Onshore LP -- Beckton Corp.

  • Xxxx Exhibit A Name of Number of Existing Number of Shares Number of Existing Stockholder Shares Underlying Options Shares and Options Bxxxx X.


More Definitions of Existing Stockholder Shares

Existing Stockholder Shares means all Equity Securities held at any time during the term of this Agreement by any Existing Stockholder.
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Related to Existing Stockholder Shares

  • Stockholder Shares means the shares of common stock of the Company issued to Stockholder in accordance with the terms and conditions of the Reorganization Agreement, including such shares of common stock of the Company transferred from Stockholder to The Cendant Charitable Foundation, and any securities of the Company issued as a dividend on or other distribution with respect to, or in exchange for or replacement of, such common stock.

  • Existing Stockholders means the stockholders of the Corporation immediately prior to the IPO as listed on Schedule A (including the Existing Stockholders Representative in its capacity as an Existing Stockholder) together with any Permitted Assignees.

  • Founder Shares shall have the meaning given in the Recitals hereto and shall be deemed to include the shares of Common Stock issuable upon conversion thereof.

  • Existing Shareholders has the meaning set forth in the preamble.

  • Existing Shareholder means any Person that is a holder of Ordinary Shares as of December 8, 2017.

  • Company Shares means the common shares in the capital of the Company;

  • Newco Shares means the common shares in the capital of Newco;

  • Key Holder Registrable Securities means (i) the shares of Common Stock held by the Key Holders, and (ii) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right, or other security that is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of such shares.

  • Company Securities means (i) the Common Stock, (ii) securities convertible into or exchangeable for Common Stock and (iii) any options, warrants or other rights to acquire Common Stock.

  • Existing Shares means shares of the Company Common Stock Beneficially Owned by Stockholder as of the date hereof.

  • Insider Shares means all shares of Common Stock of the Company owned by an Insider immediately prior to the Company's IPO. For the avoidance of doubt, Insider Shares shall not include any IPO Shares purchased by Insiders in connection with or subsequent to the Company's IPO.

  • Other Shareholders means persons who, by virtue of agreements with the Company other than this Agreement, are entitled to include their securities in certain registrations hereunder.

  • Founders’ Shares means 1,000 shares with a par value of $1 per share, 500 of which were issued to MACRO Securities Depositor, LLC and 500 of which were issued to Claymore Securities, Inc., in exchange for the Initial Deposit.

  • Majority Stockholder means any person that would be a “50-percent shareholder” (within the meaning of section 382(g)(4)(D) of the U.S. Tax Code) of Common Stock if such person claimed a Worthless Stock Deduction at any time on or after the Petition Date.

  • Principal Stockholder Transferee means any Person who acquires voting stock of the Corporation from the Principal Stockholder (other than in connection with a public offering) and who is designated in writing by the Principal Stockholder as a “Principal Stockholder Transferee.”

  • Majority Stockholders means any Stockholder or combination of Stockholders who at the date of this Agreement own shares of Company Common Stock representing more than two-thirds of the total number of shares of Company Common Stock outstanding at the date of this Agreement.

  • Common Stockholders means holders of shares of Common Stock.

  • Equity Shares means the Common Shares and any shares of any other class or series of the Corporation which may from time to time be authorized for issue if by their terms such shares confer on the holders thereof the right to participate in the distribution of assets upon the voluntary or involuntary liquidation, dissolution or winding up of the Corporation beyond a fixed sum or a fixed sum plus accrued dividends;

  • Parent Stockholders means the holders of Parent Common Stock.

  • Investor Shares shall have the meaning given in the Recitals hereto.

  • Stockholder Group means the Stockholder and each Person (other than any member of the Company Group) that is an Affiliate of the Stockholder.

  • Rollover Shareholders means each of Expert Master Holdings Limited, Mr. Longhua Piao and UMW China Ventures (L) Ltd.

  • Major Stockholders means those stockholders owning more than ten percent (10%) of the voting stock of any

  • Existing Holder means a Broker-Dealer, or any such other Person that may be permitted by the Trust, that is listed as the holder of record of APS in the Share Books.

  • Common Stockholder means the employee of, consultant to, or director of the Company or other person to whom shares of Common Stock are issued pursuant to this Plan.

  • Company Shareholders means holders of Company Shares.