Restrictions on Transfer and Conversion. Following the death of a Founder, no Permitted Transferee, or while a Founder is Incapacitated no personal representative acting on behalf of such Founder shall: (a) Transfer any Covered Shares to any Person other than a Founder or a Founder’s Permitted Transferees that would, following such Transfer and the conversion of the Covered Shares subject to such Transfer, beneficially own more than ten percent (10%) of the total outstanding Class A Common Stock; or (b) effect the conversion of any Covered Share into Class A Common Stock, except in connection with a Transfer of the entire economic interest in such Covered Share to a Person that is not a Permitted Transferee.
Appears in 2 contracts
Sources: Stock Restriction Agreement, Stock Restriction Agreement (Workday, Inc.)