Sentences with phrase «determined by the board of directors»

The fair value of the common stock underlying the stock - based awards is determined by our board of directors, which considered numerous objective and subjective factors to determine the fair value of common stock at each grant date.

A DBSP Award will be granted over such number of shares as have at the grant date a market value, as determined by our board of directors, equal to the deferred bonus (the amount of bonus which is to be delivered in the form of a conditional award or a nil - cost option).

terminate either (a) each outstanding option or (b) each outstanding option that is fully exercisable as of the date of such transaction, in exchange for a cash payment equal in amount to the excess, if any, of the fair market value, as determined by our board of directors, of a share of our common stock over the per - share exercise price of each such option, multiplied by the number of shares subject to each such option.

In the event of a change in control of our company, if determined by the board of directors in the applicable award agreement or otherwise determined by the board of directors in its discretion, any outstanding awards which are unexercisable, unvested or subject to lapse restrictions shall automatically be deemed exercisable, vested or no longer subject to lapse restrictions.

The terms of office of each administrative officer shall be determined by the Board of Directors.

The administrative secretary shall serve as secretary to the Council and to the Board of Directors; he shall be in charge of the Association's offices and shall manage the affairs of the Association in accordance with procedures determined by the Board of Directors.

Checks against the accounts of the Association will bear two signatures, from a list of individuals determined by the Board of Directors.

The ASCD Forum consists of online discussion over several weeks on the topic determined by the Board of Directors.

Each affiliate member is entitled to the number of representatives determined by the Board of Directors based on the number of faculty in the articulated Education program or programs.

All savings rates are variable, which means the dividend rate and annual percentage yield may change at any time as determined by the Board of Directors.

** All savings rates are variable, this means the dividend rate and annual percentage yield may change at any time as determined by the Board of Directors.

Animal Haven has an Executive Director Compensation Policy The salary of the Executive Director is determined by the Board of Directors.

Junior members are not entitled to vote or hold office, but are entitled to certain other privileges of the Club, as determined by the Board of Directors.

The duties and responsibilities of such appointed officers, administrative personnel and committees shall be determined by the Board of Directors and the conduct of persons appointed to such positions shall always be subject to the final authority of the Board.

Accompanying the application, the prospective member shall submit an application fee, the amount of which is determined by the Board of Directors.

Section 1: Dues required Active members will pay annual dues and the amount will be determined by the Board of Directors.

The term of the appointment and specific duties will be determined by the Board of Directors.

The amount of dividend to be paid to participating policyholders is determined by the board of directors.

These Standing Orders are the regulations of the Society, determined by the Board of Directors under Article 84 of the Articles of Association.

The PESC and its component Committees; The Annual Conference Committee, The AASECT Institutes Committee and the CE Approval Committee under the supervision of the Board of Directors, shall be responsible for matters such as the Annual Conference; AASECT Institutes and special educational events; CE approval, recognition and reciprocity; and other such areas as may be determined by the Board of Directors.

Upon approval of their membership by the Board of Directors, Student Members shall have such privileges, duties, and rights of membership, and shall pay such dues as determined by the Board of Directors, but shall not be entitled to vote, hold office or use the terms REALTOR ® or REALTOR - ASSOCIATE ®.

Upon approval of their membership by the Board of Directors, Academic members shall have such privileges, duties and rights of membership, and shall pay such dues as determined by the Board of Directors, but shall not be entitled to vote, hold office or use the terms REALTOR ® or REALTOR - Associate ®.

National Affiliate Members shall have such privileges, duties, and rights of membership, and shall pay such dues as determined by the Board of Directors, but shall not be entitled to vote, hold office or use the terms REALTOR ® or REALTOR - ASSOCIATE ®.

Not exact matches

Each director appointed to the Audit Committee will be determined to be financially literate by our Board of Directors and one director will serve as our audit committee financial expert.

The board of directors has determined that, based on her professional qualifications and experience described above, Ann Mather is an audit committee financial expert as defined under the rules of the SEC, and that each member of the Audit Committee is able to read and understand fundamental financial statements as required by the Listing Rules of NASDAQ.

Also, if a majority of the Board is comprised of persons other than (i) persons for whose election proxies were solicited by the Board; or (ii) persons who were appointed by the Board to fill vacancies caused by death or resignation or to fill newly - created directorships («Board Change»), unless the Committee or Board determines otherwise prior to such Board Change, then participants immediately prior to the Board Change who cease to be employees or non-employee directors within six months after such Board Change for any reason other than death or permanent disability generally have their (i) options and stock appreciation rights become immediately exercisable and to the extent not canceled or cashed out, generally have at least six months to exercise such awards; (ii) restrictions with respect to restricted stock and RSRs lapse and generally shares are delivered; and (iii) performance shares and performance units pay out pro rata based on performance through the end of the last calendar quarter before the time the participant ceased to be an employee.

APY is Annual Percentage Yield, is accurate as of the date above, and is subject to change at any time, as determined by the Credit Union Board of Directors.

Allocations are determined by the Delivering Good Board of Directors, after partner organizations have been thoroughly vetted by the Delivering Good staff to make sure they have the capacity and experience to participate in our programs.

The purchase price of each Share will be (i) not less than the net asset value per Share (the «NAV Per Share») of the Company's common stock (as determined in good faith by the board of directors of the Company or a committee thereof, in its sole discretion) immediately prior to the Expiration Date (as defined in the Offer to Purchase)(the date of repurchase) and (ii) not more than 2.5 % greater than the NAV Per Share as of such date, plus any unpaid dividends accrued through the expiration date of the Tender Offer.

Pursuant to the policy, as revised in February 2009, at each annual meeting of our stockholders, provided that the director has served on the Board for at least six months prior to the annual meeting, a non-employee director would be granted RSUs having a value equal to $ 225,000 divided by the lesser of (i) the trailing average closing trading prices of our common stock for the 180 - day period preceding and ending with the date of the RSU grant or (ii) such number of RSUs as the Board may determine based on additional criteria such as business conditions and / or company performance, outside director compensation practices at peer companies and advice from outside compensation consultants.

The Board of Directors determined that all members of the audit committee are financially literate and that the chairperson of the audit committee, Josh Weston, is an «audit committee financial expert» as defined by SEC rules.

The Audit Committee consists of four Outside Directors, each of whom has been determined by the Board to meet the heightened independence criteria applicable to Audit Committee members and to satisfy the financial literacy requirements of the NYSE Listed Company Rules and the applicable rules of the SEC.

In «real» ownership, they argue, the owners control their assets by determining such things as who runs the company, who sits on the Board of Directors, when major corporate decisions are made that might impact the future of the company, and so on.

Contributions made by us are determined annually by the Board of Directors.

Because there is no public market for our common stock, our board of directors determined the common stock fair value at the stock option grant date by considering several objective and subjective factors, including the price paid by investors for our preferred stock, our actual and forecasted operating and financial performance, market conditions and performance of comparable publicly traded companies, developments and milestones in our company, the rights and preferences of our common and preferred stock, the likelihood of achieving a liquidity event, and transactions involving our preferred stock.

For a director to be deemed «independent» within the meaning of the Nasdaq rules, the Board must affirmatively determine, based upon information provided by the director or otherwise known to the Board, that the director has no relationship with the Company that would interfere with the exercise of independent judgment in carrying out the responsibilities of a director.

For purposes of this Charter, an «independent director» means a director who (1) is «independent» in accordance with the provisions of Rule 10c - 1 (b)(i) promulgated under the Securities Exchange Act of 1934, as amended (the «Exchange Act»), and (2) meets the NASDAQ Stock Market, Inc. definition of «independent director» as determined by the Board.

Our board of directors has determined that Mr. Kenny is an «audit committee financial expert» as defined by applicable SEC rules.

that the compensation of our executive officers be determined, or recommended to the board of directors for determination, by majority vote of the independent directors or by a compensation committee comprised solely of independent directors; and

These provisions are not intended to make us immune from takeovers and will apply even if the offer may be considered beneficial by some stockholders, but could delay or prevent an acquisition that our board of directors determines is not in the best interests of our company and our stockholders.

Frustrated by its engagement with the incumbent board, Greenlight has determined to also seek shareholder support to remove and replace three directors at the 2017 annual meeting, arguing that new perspective is needed to realize the intrinsic value of GM shares.

Dividends are increased when and if declared by our Board of Directors after a review of our financial condition to determine whether or not a dividend increase is supported by increases in our cash flow.

Other specific duties and responsibilities of the HR and Compensation Committee include reviewing senior management selection and overseeing succession planning, including reviewing the leadership development process; reviewing and approving objectives relevant to executive officer compensation and evaluating performance and determining the compensation of executive officers in accordance with those objectives; approving severance arrangements and other applicable agreements for executive officers; overseeing HP's equity and incentive compensation plans; overseeing non-equity-based benefit plans and approving any changes to such plans involving a material financial commitment by HP; monitoring workforce management programs; establishing compensation policies and practices for service on the Board and its committees, including annually reviewing the appropriate level of director compensation and recommending to the Board any changes to that compensation; developing stock ownership guidelines for directors and executive officers and monitoring compliance with such guidelines; and annually evaluating its performance and its charter.

For each interest disclosed to the President of the Board of Directors, the Chair will determine whether to: (a) take no action; (b) assure full disclosure to the Board of Directors and other individuals covered by this policy; (c) ask the person to recuse him / herself from participation in related discussions or decisions within the association; (d) ask the person to resign from his or her position in the association; (e) if resignation is refused, to initiate procedures for removal of that person from that position.

Should disagreements occur about what constitutes WHO Code compliance, The National Alliance for Breastfeeding Advocacy (NABA REAL) Code Help Center shall be consulted and a decision shall be determined by a majority vote of the Board of Directors.

Where the Board of Directors or officers are to be elected by members such election may be conducted in such manner as the Board of Directors shall determine, in accordance with Article V, Section 4.

«In light of new information about misconduct by Harvey Weinstein that has emerged in the past few days, the directors of The Weinstein Company have determined, and have informed Harvey Weinstein, that his employment with The Weinstein Company is terminated, effective immediately,» the board said in a statement last night.

The Milwaukee Board of School Directors consists of nine members: one member elected at large, and eight members elected from numbered districts as determined by the Milwaukee Board of School Directors.

The ASCD Forum discussion is taken into consideration by the ASCD Board of Directors when determining the adoption of a new position.

Our school is governed by a Board of Directors, elected by the parents / guardians and staff, who work to uphold the mission and charter of our school, determine strategic direction, maintain legal and regulatory compliance, oversee student achievement, and manage the school's resources.