Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 11 contracts
Sources: Merger Agreement (Biomarin Pharmaceutical Inc), Merger Agreement (Societal CDMO, Inc.), Merger Agreement (Oyster Point Pharma, Inc.)
Section 16 Matters. The Company, and the Company BoardCompany’s Board of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares shares of Company Common Stock, Company Options and Company Stock Awards Warrants in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 6 contracts
Sources: Merger Agreement, Merger Agreement (Miramar Labs, Inc.), Merger Agreement (Sientra, Inc.)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 4 contracts
Sources: Agreement and Plan of Merger (Turning Point Therapeutics, Inc.), Merger Agreement (Translate Bio, Inc.), Merger Agreement (Sucampo Pharmaceuticals, Inc.)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Options and Company Stock Awards RSUs in the Transactions by applicable Section 16 individuals and intended to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 4 contracts
Sources: Agreement and Plan of Merger (Chimerix Inc), Merger Agreement (Jazz Pharmaceuticals PLC), Merger Agreement (Jazz Pharmaceuticals PLC)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards Options in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 3 contracts
Sources: Merger Agreement (Checkmate Pharmaceuticals, Inc.), Merger Agreement (Allergan PLC), Agreement and Plan of Merger (Tobira Therapeutics, Inc.)
Section 16 Matters. The Company, and the Company Board, shall, Prior to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, the Company Board shall take all necessary and appropriate action to approve, for purposes of Section 16(b) of the Exchange ActAct and the related rules and regulations thereunder, the disposition by Company directors and cancellation or deemed disposition and cancellation officers of the Shares and Company Stock Equity Awards in the Transactions transactions contemplated by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Actthis Agreement.
Appears in 3 contracts
Sources: Agreement and Plan of Merger, Merger Agreement (TESARO, Inc.), Merger Agreement (TESARO, Inc.)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance TimeClosing, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards equity awards in the Contemplated Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 3 contracts
Sources: Merger Agreement (Cyclo Therapeutics, Inc.), Merger Agreement (Cyclo Therapeutics, Inc.), Merger Agreement (Rafael Holdings, Inc.)
Section 16 Matters. The CompanyPrior to the Effective Time, and the Company Board, shall, to the extent necessary, Board shall take all necessary and appropriate action, prior to or as of the Offer Acceptance Time, action to approve, for purposes of Section 16(b) of the Exchange ActAct and the related rules and regulations thereunder, the disposition by the Company directors and cancellation or deemed disposition officers of Shares, Company Equity Awards and cancellation of the Shares and Company Stock Awards any other equity securities in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange ActContemplated Transactions.
Appears in 3 contracts
Sources: Merger Agreement (Vapotherm Inc), Merger Agreement (Vapotherm Inc), Merger Agreement (Army Joseph)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Options, Company RSUs and Company Stock Awards PSUs in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 3 contracts
Sources: Merger Agreement (Bsquare Corp /Wa), Merger Agreement (Computer Task Group Inc), Merger Agreement (Alder Biopharmaceuticals Inc)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 3 contracts
Sources: Merger Agreement (Antares Pharma, Inc.), Merger Agreement (Antares Pharma, Inc.), Merger Agreement (Halozyme Therapeutics, Inc.)
Section 16 Matters. The Company, and the Company BoardCompany’s Board of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares shares of Company Common Stock and Company Stock Awards Options in the Transactions contemplated hereby by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Sources: Merger Agreement (Hastings Entertainment Inc), Merger Agreement (Lyris, Inc.)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance TimeClosing, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Sources: Merger Agreement (Channeladvisor Corp), Merger Agreement (Cornerstone OnDemand Inc)
Section 16 Matters. The Company, and the Company Board, shall, Prior to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, the Company Board shall take all necessary and appropriate action to approve, for purposes of Section 16(b) of the Exchange ActAct and the related rules and regulations thereunder, the disposition by Company directors and cancellation or deemed disposition and cancellation officers of the any Shares and Company Stock Equity Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange ActTransactions.
Appears in 2 contracts
Sources: Purchase Agreement (Stryker Corp), Purchase Agreement (Wright Medical Group N.V.)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards Options in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Sources: Merger Agreement (Principia Biopharma Inc.), Merger Agreement (Senomyx Inc)
Section 16 Matters. The Company, and the Company Board, shallBoard will, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards (including derivative securities with respect to Shares) in the Transactions Offer and the Merger by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Actindividuals.
Appears in 2 contracts
Sources: Merger Agreement (Anadigics Inc), Merger Agreement (Anadigics Inc)
Section 16 Matters. The Company, Company and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Options, Company RSUs and Company Stock Awards Restricted Shares in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Sources: Merger Agreement (Juno Therapeutics, Inc.), Merger Agreement (Celgene Corp /De/)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares shares of Company Common Stock, Company Options, Company SARS, Company RSUs and Company Stock Awards Warrants in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Sources: Merger Agreement (Ikanos Communications, Inc.), Merger Agreement (Ikanos Communications, Inc.)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance TimeClosing, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Sources: Agreement and Plan of Merger (Accolade, Inc.), Merger Agreement (PetIQ, Inc.)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Shares, Company Stock Awards and Company Convertible Notes in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Sources: Merger Agreement (Enel Green Power North America, Inc.), Merger Agreement (Enernoc Inc)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and shares of Company Common Stock, Company Stock Awards and Company Warrants in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Sources: Merger Agreement (J2 Global, Inc.), Merger Agreement (Everyday Health, Inc.)
Section 16 Matters. The Company, and the Company BoardBoard (or committee thereof), shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Sources: Merger Agreement (Tourmaline Bio, Inc.), Merger Agreement (CinCor Pharma, Inc.)
Section 16 Matters. The Company, and the Company BoardCompany’s Board of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Sources: Agreement and Plan of Merger (Zeltiq Aesthetics Inc), Merger Agreement (Zeltiq Aesthetics Inc)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Options and Company Stock Awards RSUs in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Sources: Agreement and Plan of Merger (Akcea Therapeutics, Inc.), Agreement and Plan of Merger (Array Biopharma Inc)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Equity Awards in the Transactions Merger by applicable any officer or director of the Company who is subject to Section 16 individuals and of the Exchange Act intended to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Sources: Agreement and Plan of Merger (Sage Therapeutics, Inc.), Merger Agreement (Supernus Pharmaceuticals, Inc.)
Section 16 Matters. The Company, and the Company BoardBoard (or a duly authorized committee thereof), shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Sources: Merger Agreement (Y-mAbs Therapeutics, Inc.), Merger Agreement (Longboard Pharmaceuticals, Inc.)
Section 16 Matters. The Company, and the Company Board, Board shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Equity Awards in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Sources: Merger Agreement (Montage Resources Corp), Merger Agreement (Southwestern Energy Co)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Options and Company Stock Awards RSUs in the Transactions Merger by applicable Section 16 individuals and in order to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Sources: Merger Agreement (Mirati Therapeutics, Inc.), Merger Agreement (Mirati Therapeutics, Inc.)
Section 16 Matters. The Company, and the Company BoardCompany’s Board of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards Options in the Transactions contemplated hereby by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Sources: Merger Agreement (XRS Corp), Merger Agreement (Greenway Medical Technologies Inc)
Section 16 Matters. The Company, Company and the Company Board, Board shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Equity Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Sources: Merger Agreement (Landos Biopharma, Inc.), Merger Agreement (Catalent, Inc.)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Options and Company Stock Awards Warrants in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 2 contracts
Sources: Merger Agreement (Cti Biopharma Corp), Merger Agreement (Cti Biopharma Corp)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Equity Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The To the extent necessary, the Company, and the Company Board, shall, to the extent necessary, shall take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company Board, Board shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation cancelation or deemed disposition and cancellation cancelation of the Shares shares of Company Common Stock and Company Stock Equity Awards in the Transactions Merger by applicable covered Persons of the Company for purposes of Section 16 individuals of the Exchange Act and the rules and regulations thereunder and to cause such dispositions or cancellations and/or cancelations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Sources: Merger Agreement (LENSAR, Inc.)
Section 16 Matters. The Company, and the Company Board, Board shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition of Company Shares in the Offer and cancellation or the deemed disposition and cancellation of the Company Shares and, as applicable, Company Options, Company RSUs and Company Stock Awards PSUs in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Actindividuals.
Appears in 1 contract
Sources: Merger Agreement (Rosetta Stone Inc)
Section 16 Matters. The Company, and the Company BoardCompany’s Board of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares shares of Company Common Stock, Company Options, Company RSUs and Company Stock Awards Warrants in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Sources: Merger Agreement (Volcano Corp)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Shares, Company Stock Awards and Company Warrants in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Sources: Merger Agreement (Pfizer Inc)
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company BoardCompany’s Board of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares (including Restricted Shares), Company Options and Company Stock Awards RSUs in the Transactions contemplated hereby by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Sources: Merger Agreement (Websense Inc)
Section 16 Matters. The Company, Company and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Equity Awards in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Sources: Merger Agreement (Gaming Partners International CORP)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company RSUs, Company Restricted Stock, Company SARs and Company Stock Awards in Options resulting from the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Sources: Merger Agreement (Alcon Inc)
Section 16 Matters. The Company, Company and the Company Board, Board shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or and cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Sources: Merger Agreement (RayzeBio, Inc.)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Options, Company RSUs and Company Stock Awards PSUs in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Sources: Merger Agreement (IVERIC Bio, Inc.)
Section 16 Matters. The Company, Company and the Company Board, Board (or the Special Committee) shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance TimeClosing, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Company Shares and Company Stock Awards Options in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Sources: Merger Agreement (Viela Bio, Inc.)
Section 16 Matters. The Company, and the Company BoardCompany’s Board of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares shares of Company Common Stock, Company Stock Awards, Company Warrants and Company Stock Awards Convertible Notes in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Sources: Merger Agreement (Sequenom Inc)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Share Awards in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Sources: Merger Agreement (AlerisLife Inc.)
Section 16 Matters. The Company, and the Company BoardCompany’s Board of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and shares of Company Common Stock, Company Stock Awards and Company Warrants in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Equity Awards and Company Stock Awards Warrants in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Options, Company PSUs and Company Stock Awards RSUs in the Transactions Merger by applicable Section 16 individuals and in order to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance TimeClosing, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards Options or Company Warrants in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Options, Company RSUs and Company Stock Awards PRSUs in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company BoardCompany’s Board of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares shares of Company Common Stock (including Restricted Securities) and Company Stock Awards Options in the Transactions contemplated hereby by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company Options and Company Stock Awards RSUs in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Sources: Agreement and Plan of Merger (Decibel Therapeutics, Inc.)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares, Company RSU Awards, Company Restricted Shares and Company Stock Awards Options in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance TimeClosing, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Equity Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Sources: Merger Agreement (PlayAGS, Inc.)
Section 16 Matters. The Company, and the Company Board, shall, Prior to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, the Company shall take all such steps as may be required to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions Transaction by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Sources: Merger Agreement (Tubemogul Inc)
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Shares, Company RSUs and Company Stock Awards Options in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of Shares, Company Options, RSUs and PSUs pursuant to the Shares and Company Stock Awards in the Transactions transactions contemplated by this Agreement by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The CompanyPrior to the Effective Time, the Company and the Company Board, Board (or committee thereof) shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance TimeClosing, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 16b‑3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company BoardBoard of Directors, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Effective Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares Company Stock and Company Stock Awards Options in the Transactions Merger by applicable Section 16 individuals and to cause such dispositions or and/or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.
Appears in 1 contract
Section 16 Matters. The Company, and the Company Board, shall, to the extent necessary, take appropriate action, prior to or as of the Offer Acceptance Time, to approve, for purposes of Section 16(b) of the Exchange Act, the disposition and cancellation or deemed disposition and cancellation of the Shares and Company Stock Awards in the Transactions by applicable Section 16 individuals and to cause such dispositions or cancellations to be exempt under Rule 16b-3 promulgated under the Exchange Act.deemed
Appears in 1 contract
Sources: Merger Agreement (Synthorx, Inc.)