Forfeited Shares definition

Forfeited Shares means an aggregate of 2,587,500 shares of Class A common stock forfeited pro rata by the Altimar II Founders pursuant to the Forfeiture and Support Agreement. “Forfeited Shares” shall have a correlative meaning to “Forfeiture” for purposes of this prospectus.

Forfeited Shares has the meaning set forth in Section 2.2(g).

Forfeited Shares means the shares of Common Stock forfeited by any current stockholder of the Company holding 5% or more of the total outstanding shares of Common Stock, who shall not be an Initial Purchaser participating in full in their pro-rata allocation of the Notes by Closing, which number of shares of Common Stock will equal to fifty percent (50%) of the shares of Common Stock and/or Common Stock Equivalents held by each such stockholder as of the date hereof.

Examples of Forfeited Shares in a sentence

• The Stockholder and the Company shall take all reasonably necessary actions required to reflect the surrender, forfeiture and cancellation of the Forfeited Shares in the books and records of the Company’s transfer agent; and, for the avoidance of doubt, the Stockholder hereby irrevocably appoints the Company (and any Person designated by the Company) to take any such action on the Stockholder’s behalf as the Company determines to be necessary or appropriate in furtherance of the foregoing.

• For U.S. federal and applicable state and local income tax purposes, the Stockholder and the Company agree that any forfeiture of Forfeited Shares pursuant to this Section 4 shall be treated as a nontaxable contribution to the capital of the Company by the Stockholder, and neither the Stockholder nor the Company shall take any position inconsistent with such treatment unless otherwise required by a “determination” within the meaning of Section 1313 of the Code.

• Immediately prior to, and conditioned upon, the Effective Time, Stockholder shall, automatically and without any further action by the Stockholder or the Company, irrevocably surrender and be deemed to have delivered to the Company for cancellation, for no consideration, the Forfeited Shares, and the Company shall immediately cancel such shares.

• For the avoidance of doubt, the Forfeited Shares will consist of SLAM Class B Shares after giving effect to the forfeiture or cancellation pursuant to the Business Combination Agreement of any SLAM Class B Shares held by the Sponsor on the Business Day prior to the Domestication.

More Definitions of Forfeited Shares

Forfeited Shares means 1,167,308 Subject Shares.

Forfeited Shares shall have the meaning set forth in Section 3.3(a).

Forfeited Shares means, in respect of any Notes converted in accordance with Article 10 of the Indenture following the occurrence of a Conversion Rate Reset, an amount of Xxxxx Shares equal to the product of (A) the number of shares of Class A Common Stock issuable in respect of such conversion of Notes (assuming no cash conversion), multiplied by (B) the Conversion Reset Percentage; provided, however, that in no event may such amount exceed the aggregate remaining number of Xxxxx Shares subject to forfeiture and cancellation pursuant to this ARTICLE III. For the avoidance of doubt, if a Conversion Rate Reset occurs, assuming all of the Notes outstanding immediately following the Conversion Rate Reset are subsequently converted into shares of Class A Common Stock from time to time in accordance with the Indenture, assuming no cash conversion, then all of the Xxxxx Shares subject to forfeiture and cancellation pursuant to Section 3.3, taking into account any adjustment pursuant to Section 3.2(b), will be forfeited to the Company and cancelled for no consideration pursuant to and in accordance with this Section 3.3 and Section 3.4.

Forfeited Shares means Shares which do not Vest in the Participant after the Restrictive Period.

Forfeited Shares is defined in Section 3.1 of this Agreement.

Forfeited Shares means a number of Class A Ordinary Shares equal to (i) 1,500,000 if the First Trading Day Price is less than $13.00, (ii) 1,000,000 if the First Trading Day Price equals or exceeds $13.00 but is less than $16.00, (iii) 500,000 if the First Trading Day Price equals or exceeds $16.00 but is less than $20.00, and (iv) 0 if the First Trading Day Price equals or exceeds $20.00.

Forfeited Shares shall have the meaning set forth in Section 4.23.