Reduced Shares definition

Reduced Shares has the meaning set forth in Section 2.6.
Reduced Shares has the meaning specified in Section 3.3(a)(i).
Reduced Shares has the meaning specified in the definition ofStock Consideration.”

Examples of Reduced Shares in a sentence

  • Thereafter, Optionee shall receive the number of shares of Stock remaining after such Reduced Shares of Stock have been cancelled.

  • In the event of a “net exercise” of this Option, this Option (or portion thereof so exercised) to purchase the Reduced Shares of Stock shall be cancelled in exchange for the right to receive an amount (the “Redemption Amount”) equal to the Fair Market Value of the Reduced Shares of Stock on the date of exercise.

  • In the event of a “net exercise” of an Option, Options to purchase the Reduced Shares shall be cancelled in exchange for the right to receive an amount (the “Redemption Amount”) equal to the Fair Market Value of the Reduced Shares on the date of exercise.

  • The primary third-party financing options for solar PV are summarized below.

  • In the event of a “net exercise” of an Option, the Option to purchase the Reduced Shares will be settled in exchange for the right to receive an amount (the “Redemption Amount”) equal to the Fair Market Value of the Reduced Shares on the date of exercise.

  • In the event of a “net exercise” of the Option, the Option (or portion thereof so exercised) to purchase the Reduced Shares shall be settled in exchange for the right to receive an amount (the “Redemption Amount”) equal to the Fair Market Value of the Reduced Shares on the date of exercise.

  • Thereafter, the Participant shall receive the number of Shares as reduced by the Reduced Shares.

  • Thereafter, the Participant will receive the number of Shares as reduced by the Reduced Shares.

  • Such election by the Holder to decrease the number of Shares received as provided in the immediately preceding sentence shall eliminate any obligation of the Holder to repay any interest paid on any of the Reduced Shares under Section 4(j).

  • If the number of Shares to be issued under this Agreement is reduced as a result of the provisions of this Section 2.6, at the applicable Closing, the Purchaser shall (i) make a cash payment to the Company in an amount equal to the Excluded Shares multiplied by the Applicable Price Per Share and (ii) purchase the applicable Reduced Shares for a price equal to the Reduced Shares multiplied by the Applicable Price Per Share.


More Definitions of Reduced Shares

Reduced Shares means a number of Shares of Common Stock that would otherwise be issuable to the Holder in the deemed exercise of this Warrant upon the consummation of a Qualified Public Offering pursuant to Section 2.1(d) equal to the greater of (i) the number of such Shares determined in good faith by the tax advisor to the Holder to ensure that the Holder would not be a “10-percent shareholder” of the Company as determined under Sections 871(h)(3) and 881(c) of the Code and Treasury Regulations Section 1.871-14(g) as a result of or following such exercise, taking into account any other Shares treated as owned, directly or indirectly, by the Holder pursuant to Treasury Regulations Section 1.871-14(g)(2)(ii) including upon the exercise of any other security, warrant or option owned by the Holder in respect of Shares of the Company that is convertible in a Qualified Public Offering, and (ii) a number of Shares the aggregate Per Share Cash Amount of which, when aggregated with any cash proceeds to be received by the Holder from the sale of Convertible Note Shares in a Qualified Public Offering, is equal to the maximum amount of the potential withholding obligation of the Company pursuant to Section 1445 in respect of the deemed exercise of this Warrant for Shares of Common Stock and cash pursuant to Section 2.1(d); provided, however, that if the number of Reduced Shares would otherwise not be a whole number, it shall be rounded up to the next whole number.
Reduced Shares means the product of (x) Omnicom Outstanding Shares as of the close of business on the Measurement Date multiplied by (y) the difference between the Omnicom Exchange Ratio minus the Omnicom Adjusted Exchange Ratio. If the Omnicom Adjusted Exchange Ratio, following calculation thereof in accordance with this Section 1.7(c), is lower than the Omnicom Exchange Ratio, references in this Agreement (other than in this Section 1.7(c)) to (i) the Omnicom Exchange Ratio shall instead be deemed to mean the Omnicom Adjusted Exchange Ratio and (ii) the Omnicom Transaction Dividend shall instead be deemed to mean the Omnicom Adjusted Dividend. Notwithstanding anything to the contrary, from and after the Measurement Date and through the Omnicom Effective Time, to the extent permitted by applicable Law and the terms and conditions of the Omnicom ESPP, Omnicom Stock Awards and related Benefit Plans, as applicable, the exceptions set forth in Section 5.1(c)(i)(C) and Section 5.1(c)(i)(D) shall not apply to Omnicom and Omnicom shall not issue or sell any shares of Omnicom Common Stock pursuant to the Omnicom ESPP or Omnicom Stock Awards.
Reduced Shares means the positive difference between (i) the sum of that number of Parent Shares issuable under this Agreement (after giving effect to the adjustments provided for in Section 2.3(c)(ii)) upon the Closing plus that number of shares of Parent Common Stock issued or issuable under the SHEP I MIPSA (including the Indemnity Escrowed Shares (as defined in the SHEP I MIPSA)) upon the closing of the transactions contemplated by the SHEP I MIPSA, minus (ii) that number of shares of Parent Common Stock equal to the product of (x) .199, multiplied by, (y) that number of shares of Parent Common Stock issued and outstanding immediately prior to the Execution Date; provided, that any resulting fractional share of Parent Common Stock shall be rounded up except to the extent that such rounding would cause the number of shares under clause (i) of this definition to exceed clause (ii) of this definition, in which case the resulting fractional share shall be rounded down.
Reduced Shares has the meaning given in clause 2.8(a);

Related to Reduced Shares

  • Vested Shares means "Vested Shares" as defined in the Award Agreement.

  • Unvested Shares means "Unvested Shares" as defined in the Award Agreement.

  • Unvested LTIP Units has the meaning provided in Section 4.4(d) hereof.

  • Aggregate Stock Consideration has the meaning set forth in Section 3.01(b)(iii).

  • Company Stock means, collectively, the Company Common Stock and the Company Preferred Stock.

  • Excess Stock means Excess Stock as defined in Section 7.4 of the Company's Amended and Restated Articles of Incorporation.

  • Award Shares means Shares covered by an outstanding Award or purchased under an Award.

  • Shares means the shares of Common Stock issued or issuable to each Purchaser pursuant to this Agreement.

  • Optioned Shares means the common shares of the Company, issuable on exercise of the Option; and

  • Option Shares shall have the meaning ascribed to such term in Section 2.2(a).

  • Restricted Shares shall have the respective meanings set forth in Section 2.14.

  • Vested LTIP Units has the meaning provided in Section 4.4(d) hereof.

  • RSUs means restricted stock units.

  • Retained Shares has the meaning set forth in the recitals.

  • Consideration Shares shall have the meaning set forth in Section 2.7(c).

  • Plan Shares means shares of Common Stock held in the Trust which are awarded or issuable to a Participant pursuant to the Plan.

  • Class A Preferred Shares shall have the meaning ascribed to it in Section 2.4(a).

  • Aggregate Stock Ownership Limit means not more than 9.8% in value of the aggregate of the outstanding shares of Equity Stock. The value of the outstanding shares of Equity Stock shall be determined by the Board of Directors in good faith, which determination shall be conclusive for all purposes hereof.

  • Parent Stock Price means the average of the volume weighted averages of the trading prices of Parent Common Stock on the NYSE (as reported by Bloomberg L.P. or, if not reported therein, in another authoritative source mutually selected by Parent and the Company in good faith) on each of the five (5) consecutive trading days ending on the trading day that is two (2) trading days prior to the Closing Date.

  • Excess Shares shall have the meaning set forth in Section 3.1(a).

  • Covered Shares means, with respect to the Shareholder, (i) the Existing Shares, together with (ii) any shares of Common Stock or other voting capital stock of the Company and any securities convertible into or exercisable or exchangeable for shares of Common Stock or other voting capital stock of the Company, in each case under this clause (ii) that such Shareholder acquires Beneficial Ownership of on or after the date hereof.

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

  • Fully Adjusted Regular Purchase Share Limit means, with respect to any reorganization, recapitalization, non-cash dividend, stock split or other similar transaction from and after the date of this Agreement, the Regular Purchase Share Limit (as defined in Section 2(a) hereof) in effect on the applicable date of determination, after giving effect to the full proportionate adjustment thereto made pursuant to Section 2(a) hereof for or in respect of such reorganization, recapitalization, non-cash dividend, stock split or other similar transaction.

  • Escrowed Shares has the meaning set forth in Section 2.4.

  • Qualifying Preferred Stock means non-cumulative perpetual preferred stock of the Corporation that (a) ranks pari passu with or junior to all other preferred stock of the Corporation, and (b) either (x) is subject to a Qualifying Replacement Capital Covenant or (y) is subject to Intent-Based Replacement Disclosure and has a provision that prohibits the Corporation from paying any dividends thereon upon its failure to satisfy one or more financial tests set forth therein, and (c) as to which the transaction documents provide for no remedies as a consequence of non-payment of dividends other than Permitted Remedies.

  • Company Stock Options shall have the meaning given to such term in Section 3.3(a) hereof.