Examples of PNB Common Stock in a sentence
The outstanding shares of PNB Common Stock have been duly authorized and are validly issued and outstanding, fully paid and nonassessable, subject to no preemptive rights and were not issued in violation of any preemptive rights.
As of the date hereof, there are 266,210 shares of PNB Common Stock authorized and reserved for issuance pursuant to outstanding options to purchase shares of PNB Common Stock, PNB does not have any other Rights issued or outstanding with respect to its capital stock, and PNB does not have any commitment to authorize, issue or sell any other shares of its capital stock or any other Rights except pursuant to this Agreement and the Stock Option Agreement.
As of the date hereof, no shares of PNB Common Stock were held in treasury by PNB or otherwise beneficially owned by PNB or its Subsidiaries.
After the Effective Time, there shall be no transfers on the stock transfer books of PNB or the Surviving Corporation of shares of PNB Common Stock.
Certain directors and certain officers who are shareholders of PNB, in their capacities as shareholders, in exchange for good and valuable consideration, have executed and delivered to Western shareholder agreements substantially in the form of Exhibit B hereto (the "Shareholder Agreements"), committing such persons, among other things, (i) to vote their shares of PNB Common Stock in favor of the Agreement at the PNB Meeting and (ii) to certain representations concerning the ownership of PNB Common Stock.
At the Effective Time, each option granted by PNB to directors, officers and employees of PNB and the PNB Bank Subsidiary to purchase shares of PNB Common Stock which, at the Effective Time, is outstanding and has not been exercised (a "PNB Option"), shall be converted into an option to purchase shares of Western Common Stock in accordance with the terms of the applicable PNB stock option plan and the stock option agreement by which it is evidenced.
Subject in the case of this Agreement to receipt of the requisite approval of the agreement of merger set forth in this Agreement by the holders of a majority of the outstanding shares of PNB Common Stock entitled to vote thereon (which is the only shareholder vote required thereon), this Agreement, the Stock Option Agreement and the transactions contemplated hereby and thereby have been authorized by all necessary corporate action of PNB and the PNB Board on or prior to the date hereof.
Except for Previously Disclosed contractual obligations, issue, sell or otherwise permit to become outstanding, or authorize the creation of, any additional shares of PNB Common Stock or any Rights or enter into any agreement with respect to the foregoing.
Each share of PNB Common Stock held as Treasury Stock immediately prior to the Effective Time shall be canceled and retired at the Effective Time and no consideration shall be issued in exchange therefor.
As of the date hereof, the authorized capital stock of PNB consists solely of 20,000,000 shares of PNB Common Stock, of which no more than 2,779,733 shares were outstanding as of the date hereof.