I have included the orginal poem so that you can
share this with your class in the plenary.
Not exact matches
Viacom's non-voting
class «B»
shares rose 6.7 % Thursday,
with much of the jump coming late
in the day, after the move presaging Dauman's removal as CEO became public.
In 1996, Buffett created
Class B
shares worth 1 / 30th of
Class A
shares, but
with lesser voting rights, to stop fee - hungry managers from creating «unit trusts» that sliced up
Class A
shares for smaller investors seeking «Berkshire look - alikes.»
Pincus said
in an interview
with CNBC that he and the board «talked, questioned, when would it make sense to move from multi-
class to single -
class share structure.»
And
in this comprehensive online marketing
class, they
share all of that knowledge
with you, no questions asked.
I have been lucky enough to teach this curriculum
in both a General Assembly
class and as a mentor at the Kaplan / TechStars EdTech Accelerator, and now I am happy to
share my startup metrics philosophy
with the interwebs.
So,
in between
classes, I set up meetings and appointments
with students and professors at the business school to
share my idea and get their input.
The
Class A
shares sold
in this offering will come
with limited voting rights — one vote per
share.
Nick Walter, who made $ 60,000
in 30 days by promoting his Udemy.com
class on Kickstarter.com, has
shared with me details of his teaching experiences.
Instead of
sharing conversation starters and how often you should keep
in touch
with your contacts, this
class teaches you the fundamentals of influence, persuasion, and positive communication, so you can be a successful networker anywhere.
Now that the 2016
class have their diplomas, what advice would they
share with the professionals who follow
in their footsteps?
Wearable camera maker GoPro Inc announced a follow - on offering of $ 800 million of
Class A
shares,
with its chief executive saying he plans to sell a portion of his holdings
in the company.
By logging into Koofers — which has a Facebook app and is accessible online via Facebook ID and password — a student
in an introductory chemistry
class of 30 can now swap and
share materials
with tens of thousands of students studying the same curriculum worldwide.
The Council of Institutional Investors, an association representing funds and managers
with over $ 3 trillion
in assets under management, is «no fan of dual
class shares or entrenched founders.
Although Bombardier hired Alain Bellemare as CEO
in 2015, the company's dual -
class share arrangement means control remains
with the founding families.
SABMiller's strategic shareholders, who hold 41 % of the company's stock, would receive a lower offer worth 37.49 a
share paid overwhelmingly
in the form of a new
class of unlisted
share with a five - year lock - up period (a premium of only 28 %).
Except as expressly provided
in the Plan, no issuance by Google of
shares of stock of any
class, or securities convertible into
shares of stock of any
class, shall affect, and no adjustment by reason thereof shall be made
with respect to, the number of
shares or amount of other property subject to, or the terms related to, any Incentive Award.
Comparison is between the average Prospectus Net Expense Ratio for the iShares ETFs (0.35 %) and the oldest
share class of active open - end mutual funds (1.14 %)
with 10 - year track records that were available
in the U.S. between 1/1/2008 and 12/31/2017.
I don't mean run it
in the red — I mean pay yourself a huge salary, reward yourself
with a gigantic bonus regardless of actual company performance, and issue a special
class of
shares that only you own that gives you ten times the dividends the other shareholders receive.
Consists of (i) 9,809,637
shares of
Class C capital stock to be issued upon exercise of outstanding stock options and vesting of outstanding GSUs that were distributed as a dividend to the issued and outstanding
Class A stock options and GSUs
in April 2014
in connection
with the Stock Split; and (ii) 11,913,110
shares of
Class C capital stock to be issued upon conversion of GSUs that were granted under our 2012 Stock Plan during 2014.
Except as expressly provided
in the Plan, no issuance by Alphabet of
shares of stock of any
class, or securities convertible into
shares of stock of any
class, shall affect, and no adjustment by reason thereof shall be made
with respect to, the number of
shares or amount of other property subject to, or the terms related to, any Incentive Award.
Many of our friends and neighbors of all socioeconomic
classes have not been exposed enough to fundamental financial principles and to that end we invite you to
share this guide
with others
in your immediate circle and wider communities who may benefit from a refresher on these basic finance points.
Consists of
shares of
Class C capital stock to be issued upon exercise of outstanding stock options and vesting of outstanding GSUs that were distributed as a dividend to the issued and outstanding
Class A stock options and GSUs
in April 2014
in connection
with the Stock Split under the following plans which have been assumed by us
in connection
with certain of our acquisition transactions: the 2005 Stock Incentive Plan assumed by us
in connection
with our acquisition of DoubleClick Inc.
in March 2008; the 2006 Stock Plan assumed by us
in connection
with our acquisition of AdMob, Inc.
in May 2010; and the Motorola Mobility Holdings, Inc. 2011 Incentive Compensation Plan assumed by us
in connection
with our acquisition of Motorola Mobility Holdings, Inc.
in May 2012.
T
shares, a
class of mutual fund
shares, generally would pay advisers a uniform commission, thereby mitigating advisory conflicts otherwise associated
with variation
in commission levels across different mutual funds.
Consists of
shares of
Class A common stock to be issued upon exercise of outstanding stock options and vesting of outstanding restricted stock units under the following plans which have been assumed by us
in connection
with certain of our acquisition transactions: the 2005 Stock Incentive Plan assumed by us
in connection
with our acquisition of DoubleClick Inc.
in March 2008; the 2006 Stock Plan assumed by us
in connection
with our acquisition of AdMob, Inc.
in May 2010; and the Motorola Mobility Holdings, Inc. 2011 Incentive Compensation Plan assumed by us
in connection
with our acquisition of Motorola Mobility Holdings, Inc.
in May 2012.
Hong Kong is eyeing several tech listings
in the coming two years, including those
with dual -
class share structure, from Chinese firms
with a combined market cap of $ 500 billion.
You should carefully consider the risks and uncertainties described below, together
with all of the other information
in this prospectus, including our consolidated financial statements and related notes, before deciding whether to purchase
shares of our
Class A common stock.
Martin Lipton, the corporate lawyer best known for helping managers stay
in control
with so - called poison pills, says dual -
class shares ward off «myopic activists» — hedge - fund managers and buyout specialists who aim to drive up
share prices
in the short term yet harm the company's long - term interests.
Furthermore, investors purchasing
shares of our
Class A common stock
in this offering will only own approximately % of our outstanding
shares of
Class A and
Class B common stock (and have % of the combined voting power of the outstanding
shares of our
Class A and
Class B common stock), after the offering even though their aggregate investment will represent % of the total consideration received by us
in connection
with all initial sales of
shares of our capital stock outstanding as of September 30, 2010, after giving effect to the issuance of
shares of our
Class A common stock
in this offering and
shares of our
Class A common stock to be sold by certain selling stockholders.
Yet the plan still used the
share class available to retail investors,
with fees of 1.10 percent, rather than the institutional
share class that became available
in 2013, which had a fee of 0.87 percent.
It moved some investment options into the least - costly
share classes, and
in March again changed the plan's management and investment lineup, hiring a new adviser as fiduciary and replacing all the «Fujitsu LifeCycle» funds
with a new set of customer target - date funds called the «Fujitsu Diversified» funds (it also replaced most of the funds
in the plan).
In other words, while the capitalization table credited Sullivan
with 10,000
Class B Incentive Units, the 10,000
shares were not removed from Shkreli's holdings on the capitalization table.
Except as expressly provided
in the Plan, no issuance by J. Crew Group, Inc. of
shares of stock of any
class, or securities convertible into
shares of stock of any
class, shall affect, and no adjustment by reason thereof shall be made
with respect to, the number of
shares or amount of other property subject to, or the terms related to, any Incentive Award.
As if revenue
sharing wasn't confusing enough, the mutual fund companies that pay these hidden 401 (k) fees tend to offer their funds
in multiple
sharing classes —
with each paying different fees.
Separate SPVs for each investor work well for transactions
with few investors, while the
Share Class structure is best when multiple investors participate
in a single Mainstream SPV.
It can be argued that mega-mutual fund advisors have been drawn into an alliance
with the shareholder empowerment movement on the issues of proxy access and dual
class share structures created through IPOs like Snap Inc.'s, which resulted
in a
class of non-voting
shares, simply because of the business opportunity such an alliance represents.
In connection with this offering, the underwriters may engage in stabilizing transactions, which involves making bids for, purchasing and selling shares of Class A common stock in the open market for the purpose of preventing or retarding a decline in the market price of the Class A common stock while this offering is in progres
In connection
with this offering, the underwriters may engage
in stabilizing transactions, which involves making bids for, purchasing and selling shares of Class A common stock in the open market for the purpose of preventing or retarding a decline in the market price of the Class A common stock while this offering is in progres
in stabilizing transactions, which involves making bids for, purchasing and selling
shares of
Class A common stock
in the open market for the purpose of preventing or retarding a decline in the market price of the Class A common stock while this offering is in progres
in the open market for the purpose of preventing or retarding a decline
in the market price of the Class A common stock while this offering is in progres
in the market price of the
Class A common stock while this offering is
in progres
in progress.
on a pro forma basis, giving effect to (i) the automatic conversion of all of our outstanding
shares of convertible preferred stock other than Series FP preferred stock into
shares of
Class B common stock and the conversion of Series FP preferred stock into
shares of
Class C common stock
in connection
with our initial public offering, (ii) stock - based compensation expense of approximately $ 1.1 billion associated
with outstanding RSUs subject to a performance condition for which the service - based vesting condition was satisfied as of December 31, 2016 and which we will recognize on the effectiveness of our registration statement
in connection
with a qualifying initial public offering, as further described
in Note 1 to our consolidated financial statements included elsewhere
in this prospectus, (iii) the increase
in accrued expenses and other current liabilities and an equivalent decrease
in additional paid -
in capital of $ 187.2 million
in connection
with the withholding tax obligations, based on $ 16.33 per
share, which is the fair value of our common stock as of December 31, 2016, as we intend to issue
shares of
Class A common stock and
Class B common stock on a net basis to satisfy the associated withholding tax obligations, (iv) the net issuance of 7.6 million
shares of
Class A common stock and 5.5 million
shares of
Class B common stock that will vest and be issued from the settlement of such RSUs, (v) the issuance of the CEO award, as described below, and (vi) the filing and effectiveness of our amended and restated certificate of incorporation which will be
in effect on the completion of this offering.
In addition to the non-employee director compensation policy, in connection with this offering, we adopted a director stock ownership policy encouraging non-employee directors to hold shares of our Class A common stock with a value equal to at least one times the fair value of the director's annual equity awar
In addition to the non-employee director compensation policy,
in connection with this offering, we adopted a director stock ownership policy encouraging non-employee directors to hold shares of our Class A common stock with a value equal to at least one times the fair value of the director's annual equity awar
in connection
with this offering, we adopted a director stock ownership policy encouraging non-employee directors to hold
shares of our
Class A common stock
with a value equal to at least one times the fair value of the director's annual equity award.
In March 2015, the Registrant issued 945,214 shares of Class B common stock to 38 accredited investors in connection with an acquisitio
In March 2015, the Registrant issued 945,214
shares of
Class B common stock to 38 accredited investors
in connection with an acquisitio
in connection
with an acquisition.
in the case of our directors, officers, and security holders, the conversion or reclassification of our outstanding convertible preferred stock or other
classes of common stock into
shares of
Class B common stock
in connection
with this offering and the conversion of
Class B common stock to
Class A common stock
in accordance
with our restated certificate of incorporation, provided that any such
shares of
Class A common stock or
Class B common stock received upon such conversion or reclassification shall remain subject to the restrictions set forth above;
The table above does not include (i) 5,952,917
shares of
Class A common stock reserved for issuance under our 2015 Incentive Award Plan (as described
in «Executive Compensation — New Employment Agreements and Incentive Plans»), consisting of (x) 2,689,486
shares of
Class A common stock issuable upon exercise of options to purchase
shares of
Class A common stock granted on the date of this prospectus to our directors and certain employees, including the named executive officers,
in connection
with this offering as described
in «Executive Compensation — Director Compensation» and «Executive Compensation — New Equity Awards,» and (y) 3,263,431 additional
shares of
Class A common stock reserved for future issuance and (ii) 24,269,792
shares of
Class A common stock issuable to the Continuing SSE Equity Owners upon redemption or exchange of their LLC Interests as described
in «Certain Relationships and Related Party Transactions — SSE Holdings LLC Agreement.»
MCCI
Class A and
Class B exchangeable
shares offer substantially the same economic and voting rights as the respective
classes of common
shares of MCBC, as described
in MCBC's annual proxy statement and Form 10 - K filings
with the U.S. Securities and Exchange Commission.
No participant will have the right to purchase
shares of our
Class A common stock
in an amount, when aggregated
with purchase rights under all our employee stock purchase plans that are also
in effect
in the same calendar year, that have a fair market value of more than $ 25,000, determined as of the first day of the applicable purchase period, for each calendar year
in which that right is outstanding.
The pro forma consolidated balance sheet data gives effect to (i) the automatic conversion of all of our outstanding
shares of convertible preferred stock other than Series FP preferred stock into
shares of
Class B common stock and the conversion of Series FP preferred stock into
shares of
Class C common stock
in connection
with our initial public offering, (ii) stock - based compensation expense of approximately $ 1.1 billion associated
with outstanding RSUs subject to a performance condition for which the service - based vesting condition was satisfied as of December 31, 2016 and which we will recognize on the effectiveness of our registration statement
in connection
with this offering, as further described
in Note 1 to our consolidated financial statements included elsewhere
in this prospectus, (iii) the increase
in accrued expenses and other current liabilities and an equivalent decrease
in additional paid -
in capital of $ 187.2 million
in connection
with the withholding tax obligations, based on $ 16.33 per
share, which is the fair value of our common stock as of December 31, 2016, as we intend to issue
shares of
Class A common stock and
Class B common stock on a net basis to satisfy the associated withholding tax obligations, (iv) the net issuance of 7.6 million
shares of
Class A common stock and 5.5 million
shares of
Class B common stock that will vest and be issued from the settlement of such RSUs, (v) the issuance of the CEO award, as described below, and (vi) the filing and effectiveness of our amended and restated certificate of incorporation which will be
in effect on the completion of this offering.
In connection
with this offering, the warrants to purchase
shares of our Series B and Series C convertible preferred stock will convert automatically into warrants to purchase a like number of
shares of our
Class B common stock.
The number of
shares of our
Class A common stock outstanding after this offering as shown
in the tables above is based on the number of
shares outstanding as of September 24, 2014, after giving effect to the Transactions and the Assumed Redemption, and excludes 5,952,917
shares of
Class A common stock reserved for issuance under our 2015 Incentive Award Plan (as described
in «Executive Compensation — New Employment Agreements and Incentive Plans»), consisting of (i) 2,689,486
shares of
Class A common stock issuable upon the exercise of options to purchase
shares of
Class A common stock granted on the date of this prospectus to our directors and certain employees, including the named executive officers,
in connection
with this offering as described
in «Executive Compensation --
We also intend to enter into a Registration Rights Agreement pursuant to which the
shares of
Class A common stock issued to the Continuing SSE Equity Owners upon redemption of LLC Interests and the
shares of
Class A common stock issued to the Former SSE Equity Owners
in connection
with the Transactions will be eligible for resale, subject to certain limitations set forth therein.
The SSE Holdings LLC Agreement will also reflect a split of LLC Interests such that one LLC Interest can be acquired
with the net proceeds received
in the initial offering from the sale of one
share of our
Class A common stock.
The SSE Holdings LLC Agreement will also reflect a split of LLC Interests such that one LLC Interest can be acquired
with the net proceeds received
in the initial offering from the sale of one
share of our
Class A common stock, after the deduction of underwriting discounts and commissions.