Certificates Representing Restricted Stock Clause Samples

The "Certificates Representing Restricted Stock" clause defines how stock certificates are handled when they represent shares subject to transfer restrictions. Typically, this clause requires that certificates for restricted stock bear a legend or notation indicating the restrictions, such as limitations on transfer or resale until certain conditions are met. This ensures that anyone who receives or reviews the certificate is aware of the restrictions, thereby preventing unauthorized transfers and maintaining compliance with securities laws or contractual agreements.
Certificates Representing Restricted Stock. Restricted Stock shall be evidenced by issuance of one or more certificates in the name of Employee, bearing an appropriate legend referring to the terms, conditions, and Restrictions applicable hereunder. Unless otherwise determined by the Committee, such certificates shall remain in the physical custody of the General Counsel of the Company or his designee until such time as the Restrictions on such shares have lapsed. In addition, Restricted Stock shall be subject to such stop-transfer orders and other restrictive measures as the General Counsel of the Company shall deem advisable under federal or state securities laws, rules and regulations thereunder, and the rules of the Nasdaq National Market System or any national securities exchange on which Common Stock is then quoted or listed, or to implement the Restrictions, and the General Counsel may cause a legend or legends to be placed on any such certificates to make appropriate reference to the Restrictions.
Certificates Representing Restricted Stock. As soon as reasonably practicable after the Grant Date, the Company shall issue (by paper, electronically, or such other means as determined by the Committee) to the Grantee stock certificates representing the Restricted Stock, which certificates shall be registered in the name of the Grantee and bear all appropriate legends, as determined by the Committee. The Secretary of the Company will hold such certificates for the Grantee’s benefit until such time as the Restricted Stock is forfeited to the Company or the Restricted Period lapses, and, concurrent with the execution of this Agreement, the Grantee agrees to execute an irrevocable power of attorney in favor of the Company or its designee to affect any transfer of forfeited Restricted Stock to the Company in substantially the form attached hereto as Appendix A. Upon the lapse of the Restricted Period, stock certificate(s) for shares due upon settlement of the Restricted Stock will be delivered (by paper, electronically, or such other means as determined by the Committee) to the Grantee (or the Grantee’s beneficiary or estate, as the case may be).
Certificates Representing Restricted Stock. (i) The Restricted Stock may be evidenced by one or more certificates for shares of Common Stock registered in the name of the Employee, which shall bear an appropriate legend referring to the terms, conditions, and Restrictions applicable hereunder in substantially the following form: The shares of Common Stock represented by this certificate (the “Shares”) have been granted by United States Lime & Minerals, Inc. (the “Company”) as Restricted Stock under the Company’s 2001 Long-Term Incentive Plan (the “2001 Plan”) and the Restricted Stock Agreement, dated as of (the “Agreement”), between the registered owner named hereon (the “Employee”) and the Company. Under the 2001 Plan and the Agreement, copies of which may be examined at the office of the Secretary of the Company, until lapse of the restrictions set forth in the Agreement (subject to earlier waiver and/or acceleration in certain circumstances), the Employee shall not sell, transfer, assign, pledge, margin, or otherwise encumber or dispose of the Shares or any interest therein (except for transfers and forfeitures back to the Company), and the Employee shall forfeit the Shares back to the Company upon termination of the Employee’s employment with the Company and its subsidiaries in certain circumstances. The Shares are subject to certain other terms and conditions set forth in the Agreement. Unless otherwise determined by the Company, certificates representing the Restricted Stock shall remain in the physical custody of the Secretary of the Company or his designee until such time as the Restrictions have lapsed. (ii) Alternatively, shares of Common Stock representing the Restricted Stock may be issued in uncertificated form registered in the name of the Employee. In such case, the Company shall cause the Company’s transfer agent to include notations of restrictions on its books comparable to those set forth above in the case of certificated Restricted Stock. (iii) In all events, the Restricted Stock shall be subject to such additional stop- transfer orders and other restrictive measures as the Company shall deem necessary or advisable to implement the Restrictions and to comply with federal and state securities laws, the rules and regulations thereunder, and the rules of the Nasdaq Stock Market or any other national securities exchange or automated quotation system on which the Common Stock is then listed or quoted.

Related to Certificates Representing Restricted Stock

  • Issuance of Restricted Shares The Restricted Shares shall be issued upon acceptance hereof by Employee and upon satisfaction of the conditions of this Agreement.

  • Issuance of Restricted Stock On the date hereof the Company issues to the Participant the Restricted Stock subject to the Restrictions and other conditions set forth in this Award Agreement. The Company shall cause the Restricted Stock to be issued in the name of the Participant or held in book entry form, but if a stock certificate is issued it shall be delivered to and held in custody by the Company until the Restrictions lapse or such Restricted Stock is forfeited. As a further condition to the Company’s obligations under this Award Agreement, the Participant’s spouse, if any, shall execute and deliver to the Company the Consent of Spouse attached hereto as Exhibit A.

  • List of Restricted Securities Owners From time to time, the Company shall provide to the Depositary a list setting forth, to the actual knowledge of the Company, those persons or entities who beneficially own Restricted Securities and the Company shall update that list on a regular basis. The Company agrees to advise in writing each of the persons or entities so listed that such Restricted Securities are ineligible for deposit hereunder. The Depositary may rely on such a list or update but shall not be liable for any action or omission made in reliance thereon.

  • Certificates and Transfer of Interests Section 4.01. Initial Ownership 12 Section 4.02. The Certificates 12 Section 4.03. Execution, Authentication and Delivery of Certificates 12 Section 4.04. Registration of Transfer and Exchange of Certificates 12 Section 4.05. Mutilated, Destroyed, Lost or Stolen Certificates 13 Section 4.06. Persons Deemed Owners 14 Section 4.07. Access to List of Certificateholders’ Names and Addresses 14 Section 4.08. Maintenance of Office or Agency 14 Section 4.09. Restrictions on Transfers of Certificates 14

  • TITLE TO SECURITIES; RESTRICTED SHARES The Participant represents and warrants on behalf of itself and any party for which it acts that Deposit Securities delivered by it to the custodian and/or any relevant sub-custodian in connection with a Purchase Order will not be “restricted securities,” as such term is used in Rule 144(a)(3)(i) of the 1933 Act, and, at the time of delivery, the Fund will acquire good and unencumbered title to such Deposit Securities, free and clear of all liens, restrictions, charges and encumbrances, and not be subject to any adverse claims.