Examples of Nonemployee Director in a sentence

For purposes of the preceding sentence, if one or more members of the Committee is not a Nonemployee Director but recuses himself or herself or abstains from voting with respect to a particular action taken by the Committee, then the Committee, with respect to that action, shall be deemed to consist only of the members of the Committee who have not recused themselves or abstained from voting.
Annual compensation awarded to any Nonemployee Director during each fiscal year, including both shares of Stock subject to Awards and any cash fees paid to such Nonemployee Director (but excluding expense reimbursements), may not exceed $750,000 in total value (calculating the value of any such Awards based on the grant date fair value of such Awards for financial reporting purposes).
Subject to the requirements and limitations of Section 409A, if applicable, including as provided by Section 15.4(f), in the event of a Change in Control, each outstanding Nonemployee Director Award shall become immediately exercisable and vested in full and, except to the extent assumed, continued or substituted for pursuant to Section 13.1(b), shall be settled effective immediately prior to the time of consummation of the Change in Control.

More Definitions of Nonemployee Director

Nonemployee Director means each person who is, or is elected to be, a member of the Board and who is not an employee of the Company or any Subsidiary.

Nonemployee Director means a Director who is an employee of neither the Company nor of any Affiliate.

Nonemployee Director means a member of the Board who is not an Employee.

Nonemployee Director means an individual who is a member of the Board and who is not an employee of the Company or any Subsidiary.

Nonemployee Director means a Director who is not an employee of the Company or any Subsidiary.

Nonemployee Director means a member of the Board who is not an employee of the Company or any subsidiary or affiliate of the Company.