Option Adjustment Amount means (i) the aggregate exercise price of Incremental Options, minus (ii) the Base Merger Consideration, multiplied by the number of Incremental Options.
Option Adjustment Amount means, in the event that the fair market value of the Per Share Merger Consideration (as defined in the Merger Agreement), valuing the Stock Consideration (as defined in the Merger Agreement) at the Average Closing Price (as defined in the Merger Agreement), is less than $24.71, an amount equal to 40% of the aggregate reduction of the Per Share Merger Consideration payable to holders of Options and Stock Units (each as defined in the Merger Agreement) as a result of the Per Share Merger Consideration being less than $24.71 per share (as compared to being $24.71 per share).
Option Adjustment Amount means a number of shares of Common Stock equal to (a) 398,216 (provided that, if the Corporation at any time subdivides (by any stock split, stock dividend or otherwise) or combines (by reverse stock split or otherwise) its outstanding shares of Common Stock into a greater or lesser number of shares, such number shall be proportionally increased or decreased, as applicable), less (b) the aggregate number of shares of Common Stock issued by the Corporation pursuant to exercise of Options by employees, directors, independent contractors or consultants of the Corporation after the date of the Recapitalization Agreement and the aggregate number of shares of Common Stock issued by the Corporation as “restricted stock” to employees, directors, independent contractors or consultants of the Corporation after the date of the Recapitalization Agreement and the total number of Repurchased Options repurchased and cancelled pursuant to the Recapitalization Agreement, less (c) the aggregate number of shares of Common Stock issuable upon exercise of Options issued to employees, directors, independent contractors or consultants of the Corporation and outstanding as of the date of determination. In the event that the Option Adjustment Amount otherwise determined pursuant to clauses (a), (b) and (c) above results in a number of shares of Common Stock greater than 141,000 (as such number may be proportionately increased or decreased under the circumstances described in the parenthetical clause in clause (a) above), then the Option Adjustment Amount shall be further reduced (but not below 141,000 shares (as such number may be subject to proportionate increases or decreases as described above)) by an aggregate number of shares of Common Stock determined by dividing (x) the aggregate “strike” price for (A) all of the Corporation’s granted but unvested options as of the Closing Date (as defined in the Recapitalization Agreement) which were not exercised prior to the date of determination and (B) all of the Corporation’s vested options not exercised as of the Closing Date (as defined in the Recapitalization Agreement) which were not exercised prior to the date of determination, plus interest on such aggregate “strike” prices at the Applicable Rate (as defined in the Recapitalization Agreement) from the Closing Date (as defined in the Recapitalization Agreement) to the date of such determination, by (y) the Market Price per share of Common Stock as of such date of determination.
Examples of Option Adjustment Amount in a sentence
If the Option Adjustment Amount becomes zero, any remaining and/or additional withdrawal amounts will result in a reduction in the Face Amount.
If the Death Benefit Option in effect at the time of the withdrawal is Option D (Decreasing Option), the withdrawal will result in a reduction in the Option Adjustment Amount, but the Option Adjustment Amount will not be allowed to become negative.
Thereafter, the Option Adjustment Amount will be reduced by any Withdrawals.
If the Death Benefit Option then in effect is Option D (Decreasing Option), the withdrawal will result in a reduction in the Option Adjustment Amount, but the Option Adjustment Amount will not be allowed to become negative.
The Option D Death Benefit is the current Face Amount increased by the lesser of: (a) the Account Value on the date We receive Due Proof of Death of the Insured; or (b) the Option Adjustment Amount.
More Definitions of Option Adjustment Amount
Option Adjustment Amount means the amount, if any, by which (A) One Million One Hundred Twenty Nine Thousand One Hundred Sixty Seven Dollars ($1,129,167) exceeds (B) the aggregate amount of cash proceeds received by Company between September 30, 2002 and the Effective Time as a result of the exercise of Company Stock Options.
Option Adjustment Amount means a number of shares of Common Stock equal to (a) 398,216 (PROVIDED THAT, if the Corporation at any time subdivides (by any stock split,
Option Adjustment Amount means the aggregate exercise price of all Company Stock Options (other than Company Stock Options granted between January 23, 2006 and the Closing Date) that are either (A) exercised after the date hereof or (B) assumed by Parent pursuant to Section 1.6(c)(i), divided by the Average Closing Price, and rounded to the nearest whole share of Parent Common Stock.
Option Adjustment Amount means an amount of money per share representing the antidilution adjustment made prior to the Effective Date with respect to the outstanding stock options for which options under this Plan are granted in substitution, subject to adjustment as provided under this Plan or the applicable Stock Option Agreement.
Option Adjustment Amount means the quotient obtained by dividing the Working Capital Shortfall by the sum of the number of Company Shares outstanding immediately prior to the Closing plus the number of Options, other than Excluded Options, outstanding immediately prior to the Closing.
Option Adjustment Amount means $0.
Option Adjustment Amount means the aggregate portion of the Option Cancellation Amount to be deposited in the Purchase Price Adjustment Amount at the Closing, as more particularly set forth in Schedule I.