Section 409A Change in Control Event definition

Section 409A Change in Control Event means a change in ownership or effective control of the Corporation, or in the ownership of a substantial portion of the assets of the Corporation, within the meaning of Section 409A(a)(2)(A)(v) of the Code.
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Section 409A Change in Control Event means the first to occur of any of the following events with respect to the Corporation:
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Section 409A Change in Control Event means any of the following events:
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Examples of Section 409A Change in Control Event in a sentence

  • Upon the occurrence of a “change in control” that constitutes a Section 409A Change in Control Event, the Restricted Period shall automatically terminate and, if the Determination Date has not occurred, the Performance Condition shall automatically be waived, and the Shares shall thereafter be issued to the Participant in accordance with Section 13.

  • Upon the occurrence of a “change in control” that constitutes a Section 409A Change in Control Event, the Restricted Period shall automatically terminate and the Shares shall thereafter be issued to the Participant in accordance with Section 13.

  • In the event of any other “change in control,” the Restricted Period shall not be immediately affected, but shall subsequently terminate (and the Shares shall thereafter be issued to the Participant in accordance with Section 13) upon the earliest to occur of: (a) a Section 409A Change in Control Event, (b) the Participant’s death, (c) the Participant’s “disability” (as defined in Section 7(c) hereof) or (d) the third anniversary of the Grant Date.

  • Subject to Section 6 hereof, to the extent vested, the Restricted Share Units shall be settled in Shares on the earliest of: (a) the date of the Participant’s Termination; (b) a Section 409A Change in Control Event (as defined below); or (c) the calendar year in which the third (3rd) anniversary of each applicable Vesting Date occurs.

  • The Warrant shall be exercisable by presentation and surrender thereof to the Company with the Form of the Election annexed hereto duly executed and accompanied by payment of the Exercise Price for the number of Warrant Shares specified in that form, together with all applicable taxes , if any.

  • Upon the occurrence of the Participant’s termination of employment without Cause or termination for Good Reason occurring within two years following a “change in control” that constitutes a Section 409A Change in Control Event, the Restricted Period shall automatically terminate and the restrictions applicable to the Shares shall be released in accordance with Section 13.

  • The definition of Change in Control Event for purposes of this Option is intended to conform to a Section 409A Change in Control Event, pursuant to the description of “Change in Control Events” in Treasury Regulation section 1.409A-3(i)(5), or in subsequent IRS guidance describing what constitutes a change in control event for purposes of Section 409A of the Code when an Option is subject to Section 409A.

  • Subject to Section 6 hereof, to the extent earned and vested, the Restricted Share Units shall be settled in Shares on the earliest of the following, in each case, on or after the Vesting Date: (a) the date of the Participant’s Termination; (b) a Section 409A Change in Control Event (as defined below); or (c) the calendar year in which the third (3rd) anniversary of the applicable vesting date occurs.

  • Upon the occurrence of the Participant’s termination of employment without Cause or termination for Good Reason occurring within two years following a “change in control” that constitutes a Section 409A Change in Control Event, the Restricted Period shall automatically terminate and the Shares shall thereafter be issued to the Participant in accordance with Section 13.

  • Such deferral election shall be irrevocable and shall designate the time and form of payment under which the Restricted Units are payable from either (i) the Participant’s Separation from Service or (2) the earlier of the Participant’s Separation from Service or a Section 409A Change in Control Event and paid in the form of either (x) a single lump sum or (y) substantially equal annual installments over a period of 1 to 15 years.


More Definitions of Section 409A Change in Control Event

Section 409A Change in Control Event means a Change of Control, which constitutes a “change in control event,” within the meaning of Treasury Regulation Section 1.409A-3(i)(5), with respect to Executive.
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Section 409A Change in Control Event means a change in control event within the meaning of the default definitions set forth in Treasury Regulation Section 1.409A-3(i)(5) or the successor thereto.
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Related to Section 409A Change in Control Event

  • Section 409A Change in Control means a change in the ownership or effective control of the Company, or in the ownership of a substantial portion of the Company’s assets, as provided in Section 409A(a)(2)(A)(v) of the Code and Treasury Regulations Section 1.409A-3(i)(5) (without regard to any alternative definition thereunder).

  • Change in Control Event means any of the following:

  • 409A Change in Control means a "Change in Control" which also constitutes a change in ownership or effective control of the Company or a change in the ownership of a substantial portion of the assets of the Company, all within the meaning of § 409A.

  • Change of Control Event means the occurrence of an event or series of events whereby one or more Persons, not being the Main Shareholders (or an Affiliate of the Main Shareholders), acting together, acquire control over the Issuer and where "control" means (a) acquiring or controlling, directly or indirectly, more than 50 per cent. of the voting shares of the Issuer, or (b) the right to, directly or indirectly, appoint or remove all or a majority of the directors of the board of directors of the Issuer.

  • Change in Control Date means the date on which a Change in Control occurs.