EVFM 2018 Proxy Statement
A-6 (cc) Ownership Change Event means the occurrence of any of the following with respect to the Company: (i) the direct or indirect sale or exchange in a single or series of related transactions by the stockholders of the Company of securities of the Company representing more than fifty percent (50%) of the total combined voting power of the Companys then outstanding securities entitled to vote generally in the election of Directors; (ii) a merger or consolidation in which the Company is a party; or (iii) the sale, exchange, or transfer of all or substantially all of the assets of the Company (other than a sale, exchange or transfer to one or more subsidiaries of the Company). (dd) Parent Corporation means any present or future parent corporation of the Company, as defined in Section 424(e) of the Code. (ee) Participant means any eligible person who has been granted one or more Awards. (ff) Participating Company means the Company or any Parent Corporation, Subsidiary Corporation or Affiliate. (gg) Participating Company Group means, at any point in time, the Company and all other entities collectively which are then Participating Companies. (hh) Performance Award means an Award of Performance Shares or Performance Units. (ii) Performance Award Formula means, for any Performance Award, a formula or table established by the Committee pursuant to Section 10.3 which provides the basis for computing the value of a Performance Award at one or more levels of attainment of the applicable Performance Goal(s) measured as of the end of the applicable Performance Period. (jj) Performance Goal means a performance goal established by the Committee pursuant to Section 10.3. (kk) Performance Period means a period established by the Committee pursuant to Section 10.3 at the end of which one or more Performance Goals are to be measured. (ll) Performance Share means a right granted to a Participant pursuant to Section 10 to receive a payment equal to the value of a Performance Share, as determined by the Committee, based upon attainment of applicable Performance Goal(s). (mm) Performance Unit means a right granted to a Participant pursuant to Section 10 to receive a payment equal to the value of a Performance Unit, as determined by the Committee, based upon attainment of applicable Performance Goal(s). (nn) Predecessor Plan means the Companys 2007 Stock Plan, as amended.
Made with FlippingBook
RkJQdWJsaXNoZXIy NTIzOTM0