Accelerated Option Vesting Clause Samples

The Accelerated Option Vesting clause provides for the immediate vesting of unvested stock options under certain predefined circumstances, such as a company acquisition or the termination of an employee without cause. In practice, this means that if a triggering event occurs, employees or option holders gain full ownership of their remaining unvested options sooner than originally scheduled. This clause is designed to protect employees' interests by ensuring they are not penalized or lose potential equity benefits due to events beyond their control, thereby offering greater financial security and incentive alignment.
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Accelerated Option Vesting. Notwithstanding Section 2 above, the entire Option granted hereunder will vest and become immediately exercisable upon a Change of Ownership of the Company only if the successor entity does not assume the Option or substitute an equivalent right for the Option, or upon Optionee’s Retirement. “Retirement” means severance from employment with the Company or its Subsidiaries for any reason other than a leave of absence, termination for cause, death or disability, at such time as the sum of Optionee’s age and years of service with the Company or its Subsidiaries equals at least 65 or more, provided that Optionee is then at least 55 years of age. The Company will have the sole right to determine whether Optionee’s severance from employment constitutes a Retirement.
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Accelerated Option Vesting. Effective upon a Change of Control and notwithstanding any provision to the contrary in any option agreement under which the Executive may acquire the Company's common stock (the "Option Agreements"), the Executive shall vest as to all then unvested non-performance based stock options under the Option Agreements, the greater of: (i) fifty percent (50%) of the unvested non-performance based stock options; or (ii) an additional one year's vesting under the pre-Change of Control time vesting schedule for non-performance based stock options.
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Accelerated Option Vesting. Vesting of your options shall be accelerated such that as of the effective date of your termination of employment you will be deemed vested in the same number of shares as if you had completed an additional 6 months of employment with the Company pursuant to this Agreement.
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Accelerated Option Vesting. Option shares shall vest at the earlier of, (i) the vesting schedule as outlined in paragraph (e) above, and (ii) the Company’s achievement of cumulative gross revenue milestones (i.e., the sum of all revenues recognized since commencement of operations), with cumulative revenue milestones and amount of shares vesting as follows: $1,400,000 – $1,800,000 1,000,000 $1,800,001 – $2,200,000 1,000,000 $2,200,001 – $2,600,000 1,000,000 $2,600,001 – $3,000,000 1,000,000 $3,000,001 – $3,400,000 1,000,000 $3,400,001 – $3,800,000 1,000,000 $3,800,001 – $4,200,000 1,000,000 $4,200,001 – $4,600,000 1,000,000 Greater than $4,600,000 1,000,000
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Accelerated Option Vesting. Accelerate and immediately vest all of Your unvested options to acquire shares of the Company's common stock (the "Options"). As a result, You will be vested in a total of 93,333 shares as of the Separation Date. Your right to exercise the Options shall terminate sixty (60) days following the Separation Date. Except as provided in this provision, the Options will continue to be governed by the Amended and Restated 2002 Stock Incentive Plan of Lodgian, Inc.; and
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Accelerated Option Vesting. Notwithstanding Section 2 above, the entire Option granted hereunder will vest and become immediately exercisable upon either a (i) a Change in Control or an Involuntary Termination in connection with the Change in Control (including if such Involuntary Termination occurs during the three month period prior to a Change in Control) (as such terms are defined in the Employment Agreement) or (ii) a Change of Ownership of the Company only if the successor entity does not assume the Option or substitute an equivalent right for the Option, or (iii) upon
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Accelerated Option Vesting. Notwithstanding Section 2 above, the entire Option granted hereunder will vest and become immediately exercisable upon (i) a Change in Control or an Involuntary Termination in connection with the Change in Control (including if such Involuntary Termination occurs within the period beginning three months before and ending 15 months after a Change in Control) (as such terms are defined in the February 28, 2007 employment agreement by and between the Company and Optionee (the “Employment Agreement”)), (ii) a Change of Ownership of the Company only if the successor entity does not assume the Option or substitute an equivalent right for the Option, or (iii) upon Optionee’s Retirement. “Retirement” means severance from employment with the Company or its Subsidiaries for any reason other than a leave of absence, termination for cause, death or disability, at such time as the sum of Optionee’s age and years of service with the Company or its Subsidiaries equals at least 65 or more, provided that Optionee is then at least 55 years of age. The Company will have the sole right to determine whether Optionee’s severance from employment constitutes a Retirement. In addition, the vesting of this Option will accelerate on Optionee’s termination as if Optionee had continued employment for an additional (x) 24 months after the termination date if there is an Involuntary Termination and Optionee is entitled to receive the payments in Section 6(a) of his Employment Agreement and (y) 12 months after the termination date if such termination is due to Optionee’s death or Disability (as defined in the Employment Agreement).
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Accelerated Option Vesting 
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Related to Accelerated Option Vesting

  • Option Vesting Options shall vest as follows: (a) 100% of the Options shall vest on the 1st anniversary of the Grant Date; (b) In the event of any change in control, merger or consolidation between the Company and any other entity (other than one in which the stockholders of the Company prior to such transaction receive, in exchange for their Company shares, stock of the surviving corporation and such stock constitutes more than 50% of the outstanding stock of the surviving corporation following such transaction), or any sale by the Company of all or substantially all of its assets, all Options then held by the Director that have not theretofore vested shall vest five days prior to the earlier of (i) the record date, if any, for such transaction and (ii) the closing date of such transaction, both subject to Section 4(a).

  • Accelerated Vesting Notwithstanding the terms of any Award Agreement heretofore or hereafter granted to the Executive, in the event of a Change of Control, all Options and Restricted Stock granted to the Executive which do not constitute deferred compensation for Code Section 409A purposes shall become fully vested on the date of the Change of Control. The Executive shall have the right to exercise any such Options in a manner provided for in the applicable Award Agreement. In the event of any conflict between the terms of this Section 9(a) and the terms of any Award Agreement granted to the Executive, the terms of this Section 9(a) shall control and govern.

  • Accelerated Vesting of Equity Awards One hundred percent (100%) of Executive’s then-outstanding and unvested Equity Awards will become vested in full. If, however, an outstanding Equity Award is to vest and/or the amount of the award to vest is to be determined based on the achievement of performance criteria, then the Equity Award will vest as to one hundred percent (100%) of the amount of the Equity Award assuming the performance criteria had been achieved at target levels for the relevant performance period(s).

  • Vested Options On the next regularly scheduled payroll date of the Surviving Corporation occurring more than five (5) Business Days but less than twenty (20) Business Days following the Closing Date, the Surviving Corporation shall pay to each holder of a Vested Option (other than with respect to Non-Withholding Options) for whom Acquiror has received a duly executed Option Termination Agreement an amount in cash equal to the number of shares of Common Stock subject to such Vested Option multiplied by an amount equal to the difference between (a) the Per Share Closing Consideration, minus (b) the exercise price per share under such Vested Option, minus (c) such holder’s applicable Percentage of the Escrow Amount in respect of such Vested Option (the “Closing Options Payout Amount”). Following the Effective Time, the Paying Agent shall cause the applicable Closing Options Payout Amount to be paid to each holder of a Vested Option which is a Non-Withholding Option for whom Acquiror has received a duly executed Option Termination Agreement. The Closing Options Payout Amount payable to each holder of a Vested Option shall be set forth opposite such holder’s name on the Payment Schedule (such consideration subject to adjustment as provided herein and any applicable withholding Taxes). In the event of a conflict between the Payment Schedule and the provisions of this Agreement, the Payment Schedule shall control. Notwithstanding anything to the contrary herein or in the Company’s Amended and Restated Certificate of Incorporation (as amended as of the date hereof) (the “Restated Certificate”), Acquiror, Merger Sub, the Surviving Corporation, the Equityholder Representative and the Paying Agent shall be entitled to rely on the Payment Schedule as conclusive evidence of amounts payable to the holders of Vested Options pursuant to this Agreement. Each holder of a Vested Option, subject to receipt of a duly executed Option Termination Agreement, shall be entitled to receive with respect to each Vested Option subject thereto, such holder’s Percentage of the Earnout Payments, as and when such payments are required to be made, which amount shall be paid on the same schedule and on the same terms and conditions as apply to the Stockholders generally.

  • Unvested Options Except where prohibited by Applicable Law, each Unvested Option held by a Continuing Employee shall, on the terms and subject to the conditions set forth in this Agreement, be assumed and converted by Acquirer (such Unvested Options assumed hereunder, the “Assumed Options”) in accordance with Section 409A of the Code and Section 424 of the Code, and the attendant Treasury Regulations under such Code sections, and in accordance with Section 5.12. As set forth in Section 5.12, subject to any agreement entered into by such Continuing Employee with Acquirer or the Surviving Corporation, each Assumed Option shall be subject to the same vesting arrangements (including with respect to any acceleration existing as of the date hereto) that were applicable to such Assumed Option immediately prior to or at the Effective Time, except that (i) such Assumed Option shall be exercisable for that number of whole shares of Acquirer Class A Common Stock equal to the product (rounded down to the next whole number of shares of Acquirer Class A Common Stock, with no cash being payable for any fractional share eliminated by such rounding) of the number of shares of Company Common Stock that were issuable upon exercise of such option immediately prior to the Effective Time and the Option Exchange Ratio, (ii) the per share exercise price for the shares of Acquirer Class A Common Stock issuable upon exercise of such Assumed Option shall be equal to the quotient (rounded up to the next whole cent) obtained by dividing the exercise price per share of Company Common Stock at which such option was exercisable immediately prior to the Effective Time by the Option Exchange Ratio and (iii) subject to obtaining any consent required under the Company Option Plan from such Company Optionholder, no Assumed Option may be “early exercised” (i.e., an Assumed Option may be exercised for shares of Acquirer Class A Common Stock only to the extent the Assumed Option is vested at the time of exercise pursuant to the applicable vesting schedule). Acquirer will not assume any Unvested Options held by Persons that do not become Continuing Employees as of the Effective Time, and each such Unvested Option that is not an Assumed Options shall be cancelled for no consideration.