Qualified Options Clause Samples

The Qualified Options clause defines the specific conditions under which options, such as stock options or purchase rights, are considered to meet certain legal or contractual standards. Typically, this clause outlines eligibility requirements, vesting schedules, or performance criteria that must be satisfied for the options to be granted or exercised. For example, it may specify that only employees who have completed a probationary period or achieved certain milestones are entitled to receive qualified options. The core function of this clause is to ensure that options are only granted or exercised under predefined, compliant circumstances, thereby managing risk and maintaining fairness in the allocation of such benefits.
Qualified Options. The Executive shall be entitled to receive Incentive Stock Options ("ISOs") (as that term is defined in Section 422 of the Internal Revenue Code of 1986, as amended (the "Code")) for 16,000 shares (or such greater or lesser amount then allowed under the Code) (the "1999 Options") of the Company's common stock, $.001 par value per share ("Common Stock") with an exercise price equal to the fair market value of the Common Stock as of July 21, 1999 pursuant to the Company's 1999 Stock Option Plan (the "Option Plan") and the execution of an Incentive Stock Option Agreement dated the date hereof between the Company and the Executive (as provided to the Executive); provided, that, the issuance of 1999 Options is subject to shareholder approval of the Option Plan. Any ISOs issued under this Section 5(d) shall vest equally over two years from the date hereof.
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Qualified Options. An optionee is not subject to Federal income tax upon grant of a non-qualified Option. At the time of exercise, the optionee will realize compensation income (subject to withholding) to the extent that the then fair market value of the stock exceeds the Option exercise price. The amount of such income will constitute an addition to the optionee's tax basis in the optioned stock. Sale of the shares will result in capital gain or loss (long-term or short-term depending on the optionee's holding period). The Company is entitled to a Federal tax deduction at the same time and to the same extent that the optionee realizes compensation income. Incentive Stock Options Options under the Plan denominated as Incentive Stock Options are intended to constitute incentive stock options under Section 422A of the Code. An optionee is not subject to Federal income tax upon either the grant or exercise of an Incentive Stock Option. If the optionee holds the shares acquired upon exercise for at least one year after issuance of the optioned shares and until at least two years after grant of the option, then the difference between the amount realized on a subsequent sale or other taxable disposition of the shares and the option price will constitute long-term capital gain or loss. To obtain favorable tax treatment, an Incentive Stock Option must be exercised within three months after termination of employment (other than by retirement, disability, or death) with the Company or a 50% subsidiary. To obtain favorable tax treatment, an Incentive Stock Option must be exercised within three months of retirement or within one year of cessation of employment for disability (with no limitation in the case of death), notwithstanding any longer exercise period permitted under the terms of the Plan. The Company will not be entitled to a Federal tax deduction with respect to the grant or exercise of the Incentive Stock Option. If the optionee sells the shares acquired under an Incentive Stock Option before the requisite holding period, he or she will be deemed to have made a "disqualifying disposition" of the shares and will realize compensation income in the year of disposition equal to the lesser of the fair market value of the shares at exercise or the amount realized on their disposition over the exercise price for the Option. (However, if the disposition is by gift or by sale to a related party, the compensation income must be measured by the value of the shares at exercise over the e...
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Qualified Options. Number of Shares Exercisable on or after ---------------- --------------------------------------- 129,286 One year from date of this Agreement 29,286 Two years from date of this Agreement 24,286 Three years from date of this Agreement
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Qualified Options. The Executive has been granted stock options by the Board pursuant to the Term Sheet equal to 4.9% of outstanding shares of Common Stock as of January 27, 2012, to be issued as a qualified stock option under a Company Incentive Plan (the “CEO Qualified Options”). The CEO Qualified Options have been authorized to be issued by the Board pursuant to the Term Sheet at an Exercise Price of fair market value as determined by the volume weighted average price per share with respect to the twenty (20) trading days prior to January 27, 2012. The CEO Qualified Options vest 25% at signing and 25% on each anniversary on which the Executive is employed by the Company, until vested in full, exercisable for five (5) years if the Executive remains employed with the Company as of the respective dates of exercise of such options. The vested CEO Qualified Options have a ninety (90) day exercise period after termination of employment of the Executive, and include cashless exercisable provisions and customary stand-down on trading during financings and public offerings (the CEO Qualified
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Qualified Options. The Executive shall be entitled to receive Incentive Stock Options ("ISOs") (as that term is defined in Section 422 of the Internal Revenue Code of 1986, as amended (the "Code")) for 37,208 shares (or such greater or lesser amount then allowed under the Code) (the "1999 Options") of the Company's common stock, $.001 par value per share ("Common Stock") with an exercise price equal to the Fair Market Value (as defined in the Option Plan (as defined below)) of the Common Stock as of the date hereof pursuant to the Company's 1999 Stock Option Plan (the "Option Plan") and the execution of an Incentive Stock Option Agreement dated the date hereof between the Company and the Executive (as provided to the Executive). Any ISOs issued under this Section 5(e) shall vest equally over two years from the date hereof, with 50% of the ISOs vesting one year from the date hereof and the remaining 50% vesting two years from the date hereof.
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Qualified Options. The Executive shall be entitled to receive Incentive Stock Options ("ISOs") (as that term is defined in Section 422 of the Internal Revenue Code of 1986, as amended (the "Code")) for 25,000 shares (or such greater or lesser amount then allowed under the Code) (the "1999 Options") of the Company's common stock, $.001 par value per share ("Common Stock") with an exercise price equal to the fair market value of the Common Stock as of May 5, 1999 pursuant to the Company's 1999 Stock Option Plan (the "Option Plan"); provided, that, the issuance of 1999 Options is subject to shareholder approval of the Option Plan. Any ISOs issued under this Section 5(d) shall vest in accordance with the terms of the Option Plan, subject to any earlier vesting as provided for hereunder.
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Qualified Options. The Executive shall be entitled to receive Incentive Stock Options ("ISOs") (as that term is defined in Section 422 of the Internal Revenue Code of 1986, as amended (the "Code")) for 25,000 shares (or such greater or lesser amount then allowed under the Code) (the "1999 Options") of the Company's common stock, $.001 par value per share ("Common Stock") with an exercise price equal to the fair market value of the Common Stock as of May 5, 1999 pursuant to the Company's 1999 Stock Option Plan (the "Option Plan") and the execution of an Incentive Stock Option Agreement dated the date hereof between the Company and the Executive (as provided to the Executive); provided, that, the issuance of 1999 Options is subject to shareholder approval of the Option Plan. Any ISOs issued under this Section 5(d) shall vest in accordance with the terms of the Option Plan, subject to any earlier vesting as provided for hereunder.
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Related to Qualified Options

  • Share Options With respect to the share options (the “Share Options”) granted pursuant to the share-based compensation plans of the Company and its subsidiaries (the “Company Share Plans”), (i) each Share Option intended to qualify as an “incentive stock option” under Section 422 of the U.S. Internal Revenue Code of 1986, as amended (the “Code”), so qualifies, (ii) each grant of a Share Option was duly authorized no later than the date on which the grant of such Share Option was by its terms to be effective (the “Grant Date”) by all necessary corporate action, including, as applicable, approval by the board of directors of the Company (or a duly constituted and authorized committee thereof) and any required shareholder approval by the necessary number of votes or written consents, and the award agreement governing such grant (if any) was duly executed and delivered by each party thereto, (iii) each such grant was made in accordance with the terms of the Company Share Plans, the Exchange Act, and all other applicable laws and regulatory rules or requirements, including the rules of the New York Stock Exchange (the “Exchange”), and (iv) each such grant was properly accounted for in accordance with IFRS in the financial statements (including the related notes) of the Company. The Company has not knowingly granted, and there is no and has been no policy or practice of the Company of granting, Share Options prior to, or otherwise coordinating the grant of Share Options with, the release or other public announcement of material information regarding the Company or its subsidiaries or their results of operations or prospects.

  • Stock Options (a) Subject to Section 5.5(b), at the Effective Time, all rights with respect to Company Common Stock under each Company Option then outstanding shall be converted into and become rights with respect to Parent Common Stock, and Parent shall assume each such Company Option in accordance with the requirements of Section 424(a) of the Code (as in effect as of the date of this Agreement) and the terms of the stock option plan under which it was issued and the stock option agreement by which it is evidenced. From and after the Effective Time, (i) each Company Option assumed by Parent may be exercised solely for shares of Parent Common Stock, (ii) the number of shares of Parent Common Stock subject to each such Company Option shall be equal to the number of shares of Company Common Stock subject to such Company Option immediately prior to the Effective Time multiplied by the Exchange Ratio, rounding down to the nearest whole share (with cash, less the applicable exercise price, being payable for any fraction of a share), (iii) the per share exercise price under each such Company Option shall be adjusted by dividing the per share exercise price under such Company Option by the Exchange Ratio and rounding up to the nearest cent and (iv) any restriction on the exercise of any such Company Option shall continue in full force and effect and the term, exercisability, vesting schedule and other provisions of such Company Option shall otherwise remain unchanged; provided, however, that each Company Option assumed by Parent in accordance with this Section 5.5(a) shall, in accordance with its terms, be subject to further adjustment as appropriate to reflect any stock split, stock dividend, reverse stock split, reclassification, recapitalization or other similar transaction subsequent to the Effective Time. (b) Notwithstanding anything to the contrary contained in this Section 5.5, in lieu of assuming outstanding Company Options in accordance with Section 5.5(a), Parent may, at its election, cause such outstanding Company Options to be replaced by issuing equivalent replacement stock options in substitution therefor that are substantially the same. (c) The Company shall take all action that may be necessary (under the plans pursuant to which Company Options are outstanding and otherwise) to effectuate the provisions of this Section 5.5 and to ensure that, from and after the Effective Time, holders of Company Options have no rights with respect thereto other than those specifically provided in this Section 5.5.

  • Non-Qualified Stock Options The Options granted hereunder are not intended to be Incentive Stock Options or Qualified Stock Options.

  • Company Stock Options (a) Effective as of immediately following the Effective Time, the Company shall take all necessary actions to adjust the Company Stock Awards outstanding as of the Effective Time in accordance with the terms of the Company Stock Plans so as to give effect to the Reverse Stock Split. (b) In the event that, following the adjustment to the Company Stock Options (each such Company Stock Option, as so adjusted, an “Adjusted Company Stock Option”) made pursuant to Section 4.02(a), the number of shares of Common Stock subject to any Adjusted Company Stock Option is less than one, then, except as otherwise agreed by the Company and any holder of any Adjusted Company Stock Option, the Company shall cause such Adjusted Company Stock Option to be cancelled immediately following the Reverse Stock Split, and, in consideration of such cancellation, the holder of such Adjusted Company Stock Option shall be entitled to receive a cash payment (less applicable tax withholdings) equal to, for each share of Common Stock subject to such Company Stock Option immediately prior to the Reverse Stock Split, the Offer Price minus the per share exercise price of such Company Stock Option immediately prior to the Reverse Stock Split; provided, that in the case of any Company Stock Options issued on or following November 7, 2005 to any person who is a full-time employee of the Company as of the date hereof, any Adjusted Company Stock Options with respect to such Company Stock Options shall remain outstanding and holders of such Adjusted Company Stock Options shall not be entitled to receive any cash payments. The Company shall take all steps necessary and appropriate to give effect to this Section 4.02(b), including using reasonable best efforts to obtain any necessary consents to the cancellation of the Adjusted Company Stock Options. (c) In the event that, following the adjustment to outstanding restricted stock or restricted stock units (each, as so adjusted, an “Adjusted Company Restricted Stock”) made pursuant to Section 4.02(a), the number of shares of Common Stock subject to any Adjusted Company Restricted Stock is less than one, then, except as otherwise agreed by the Company and any holder of any Adjusted Company Restricted Stock, the Company shall cause such Adjusted Company Restricted Stock to be cancelled immediately following the Reverse Stock Split, and, in consideration of such cancellation, the holder of such Adjusted Company Restricted Stock shall be entitled to receive a cash payment (less applicable tax withholdings) equal to, for each share of Common Stock subject to such restricted stock or restricted stock units immediately prior to the Reverse Stock Split, the Offer Price less any applicable exercise or purchase price; provided, that in the case of any restricted stock or restricted stock units issued on or following November 7, 2005 to any person who is a full-time employee of the Company as of the date hereof, any Adjusted Company Restricted Stock with respect to such restricted stock or restricted stock units shall remain outstanding and holders of such Adjusted Company Restricted Stock shall not be entitled to receive any cash payments. The Company shall take all steps necessary and appropriate to give effect to this Section 4.02(c), including by obtaining any necessary consents to the cancellation of the Adjusted Company Restricted Stock.

  • Nonstatutory Stock Option If the Grant Notice so designates, this Option is intended to be a Nonstatutory Stock Option and shall not be treated as an Incentive Stock Option within the meaning of Section 422(b) of the Code.