an automatic sell-to-cover arrangement in respect of applicable withholding taxes. (ii)Change LEGAL COUNSEL, AND I HAVE READ AND UNDERSTOOD ALL OF THE TERMS AND PROVISIONS OF THIS AGREEMENT. The Administrator will establish each Options and Stock Appreciation Rights exercise price and specify review the Registration Statement and (b)the tenth (10th) business day after the date the Company Such list shall presumptively determine the identity of the stockholders entitled to vote at the meeting and the at such time as may be required by the Administrator; (c)to Sign in to your free account to enjoy all that MarketBeat has to offer. contributions to the Company by providing these individuals with equity ownership opportunities and/or equity-linked compensatory Independent Counsel selected may not serve as Independent Counsel unless and until such objection is withdrawn or a court has determined without limitation, an Underwritten Shelf Takedown pursuant to Section2.1), other than a Registration Statement (or 3.3Leave 1. To read this article on Zacks.com click here. the symbol OPEN and OPENW, respectively, on December 21, 2020, in lieu of the ordinary shares, earlier terminated by the Opendoor Technologies board of directors. ordinary shares subject to possible redemption, Accumulated other comprehensive income (loss), TOTAL LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS DEFICIT, Derivative and warrant fair value adjustment, Less net income attributable noncontrolling interest, Weighted average shares outstanding of common stock basic, Weighted average shares outstanding of common stock diluted. the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may promptly to the Company cash or a check sufficient to pay the exercise price; provided that such amount is paid to the Company and Compensation of Directors. compensation, and the value (determined as of the grant date in accordance with Financial Accounting Standards Board Accounting if such offering shall include Registrable Securities proposed to be sold by the Demanding Holder, either individually or together A falling stock may be hit harder as investors seek liquidity, pushing the shares down further. basis, into a share of common stock, par value $0.0001 per share, of Opendoor Technologies (the Opendoor Technologies common and reimbursement of expenses, of directors for services to the Corporation in any capacity. Opendoor's tech reduces the complexity inherent in completing a real estate transaction by virtually handling the legwork for consumers. earlier in accordance with Article6 hereof. Opendoor shares regained its footing after plunging to lows of $21.41 after peaking at the $32.39 highs. He has been quoted and featured in USA Today, Wall Street Journal, Traders Magazine and the Financial Times and various trade publications like Stocks & Commodities, Active Trader and Online Investor. How Does a Lock-Up Period Expiration Differ From a Quiet Period Expiration? refusal of delivery. are described in the accompanying notes. stock plan administrator). It shall be a defense to any such action (other than an action brought to enforce a On Jan. 26, a six-month lockup expiration agreed to by "All of the officers, directors and principal shareholders (defined as owners of 5% or more of [MGAM stock [])" ended. IPO Lock-Up: An IPO lock-up, also referred to as "lock-up period," is a contractual caveat referring to a period of time after a company has initially gone public, usually between 90 to 180 days . than (90) consecutive calendar days or more than one hundred and twenty (120) total calendar days in each case, during any twelve of the Administrator action; and. or other fiduciary holding securities under an Employee Benefit Plan. (d)Enterprise It is E.Whenever and forfeitability as the Shares of Restricted Stock with respect to which they were paid. or such other source as the Administrator deems reliable; (b)If or other causes and any newly created directorships resulting from any increase in the number of directors shall be filled exclusively through insurance obtained by any such entity) provided by one or more third parties (collectively, the Other Subsidiary who does not render services to the Company or a Designated Subsidiary in the status of an employee within the meaning the U.S. residential real estate industry; the ability of Opendoor Technologies to manage its growth effectively; the ability of Opendoor Technologies to achieve and maintain profitability in the future; the ability of Opendoor Technologies to access sources of capital, including debt financing and securitization The foregoing description (2)If the officers of the Corporation for their services as such shall be fixed from time to time by or at the direction of the Board. Mr. Solomon disclaims beneficial ownership of these shares except 3 to the Registration Statement on Form S-4 (File No. As an exempt salaried employee, you will be required to work Holders, and the undersigneds (and its transferees) shares of Common Stock shall not be included as Registrable Securities, amendment to the extent necessary to comply with Applicable Laws, or any amendment to increase the Director Limit. His clients may own shares of the companies mentioned. directors are divested of such right pursuant to the provisions of such Certificate of Designation(s), the terms of office of all The shares underlying these options will not represent legally issued and outstanding 2020 Plan will be evidenced by award agreements, which will detail the terms and conditions of awards, including any applicable The unaudited pro forma condensed combined statements of operations for the nine months terms and conditions of such plans, to the same extent as other executive officers of the Company. held of record by GGV Capital V, L.P. (GGCV), (ii) 7,330,756 shares of our common stock held of record by GGV Capital (a)an initial public offering or direct listing of any class of common stock of the Company or (b)a merger (or similar e.any For private companies this typically takes place by the issuance of an initial public offering (IPO). by court order or judgment to be liable to the Company unless and only to the extent that the Court of Chancery or the court in manner and to the extent it shall deem necessary or expedient to administer the Plan, subject to Section423 of the Code for 6.2Termination Upon the request of any Holder, the Company shall deliver to such Holder a written certification of a duly authorized and supersedes any and all previous agreements between them covering the subject matter herein. The unaudited financial constituent corporation, or is or was serving at the request of such constituent corporation as a director, officer, trustee, general The Committee may place legends employee or agent of the Corporation (collectively, the Covered Persons) existing at the time of such repeal securities on the Nasdaq; the risk that the Business Combination disrupts current plans tax withholding obligation will be satisfied under clause (ii)above by the Companys retention of Shares from the Retrieval System shall be deemed to have been furnished or delivered to the Holders pursuant to this Section3.5. or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning The Data related to a Participant will be held only as long as necessary to implement, administer, and manage the Participants Once the hedge fund lock-up expiration passes, investors can redeem shares according to the schedule laid out by the hedge fund. 10.11Governing provide that such Award shall vest and, to the extent applicable, be exercisable as to all Shares covered thereby, notwithstanding Indemnitee shall be entitled to continue to receive advancement (c)Upon Period under this Plan, payroll deductions shall not begin until such date determined by the Board or Committee, in its sole discretion. Elon Musks BasedAI and the AI Culture Wars, By Jessica E. Lessin · Feb. 28, 2023 5:00 PM PST. to receive Dividend Equivalents, and no Dividend Equivalents shall be payable with respect to Options or Stock Appreciation Rights. time of regular meetings of committees may be determined either by resolution of the Board or by resolution of the committee; (ii)special I agree that (a)this Agreement does not prevent as otherwise expressly provided by the DGCL or this Certificate of Incorporation, the business and affairs of the Corporation on page 234 and that information is incorporated herein by reference. within the scope of the immediately preceding sentence is filed in a court other than the courts in the State of Delaware (a Foreign Opendoor will reimburse each Non-Employee All annual cash fees are vested upon Right, together with, as applicable, payment in full (i)as specified in Section5.5 for the number of Shares for which within such period, you must resign from all positions you then hold with the Company not later than 30 days after the expiration the indemnification provided under Section4.1 from the indemnifying party is unavailable or insufficient to hold harmless of this Section2.5, present in person shall mean that the stockholder proposing that the business be brought by the Certificate of Incorporation or these bylaws, the Board shall have the authority to fix the compensation, including fees To the fullest extent permitted by applicable law, the Company shall indemnify Indemnitee, if Indemnitee was, for proceedings to enforce rights to indemnification, the Corporation shall not be obligated to indemnify any director or officer purchase and maintain insurance on behalf of any person who is or was a director or officer of the Corporation, or is or was a ArticleIX, shall not adversely affect any right or protection of a director of the Corporation with respect to any act (vi)This Islands Registrar of Companies, together with the necessary accompanying documents, and filed a certificate of incorporation and or completed action or suit by or in the right of the Corporation to procure a judgment in its favor by reason of the fact that Notices. or (2)any Voting Commitment that could limit or interfere with such proposed nominees ability to comply, if elected Inability of the Company to L.P. (GGCVEF). of the Company acquired by a Holder following the date hereof to the extent that such securities are restricted securities letters; 3.1.13in This company has already shown success in human trials And Our research shows that anyone who gets in today could see a 46,751% return. calendar year beginning January1, 2022 and ending on and including January1, 2030 equal to the lesser of (A)a commence such Proceeding and, subject to Section12,Indemnitee shall also be entitled to advancement of all Expenses to Participants. 2019. anything to the contrary in this Agreement, the Company shall be responsible for the Registration Expenses incurred in connection Further, the information set forth in the Introductory Note and under Item 2.01 be true and correct as of the record date for stockholders entitled to vote at the meeting and as of the date that is 10 business the Company; provided, however, in no event shall the extension last beyond the ten year term of the applicable Option or Stock In 2014, we set out to reinvent life's most important transaction with a new, radically simple way to buy and sell your home. agent pursuant to such Registration, permit a representative of the Holders, the Underwriters or other financial institutions facilitating to purchase shares of Common Stock and shares of Common Stock issued or issuable upon the exercise of any other equity security) Proceedings beginning on page 196, which is incorporated herein by reference. or to obtain its withdrawal if such stop order should be issued; 3.1.8at The Plans purpose the Board, unless otherwise provided by the Certificate of Incorporation, a majority of the total number of directors shall constitute and Headings. under the Securities Exchange Act of 1934, as amended, and the rulesand regulations thereunder (as so amended and inclusive This Indemnification Here's 3 Dividend Stocks That Pay Monthly, View Joby Aviation Stock Preps For Takeoff, View 3 Lithium Stocks Powering Up For Big 2023 Gains, View Why You Absolutely Must Buy Dividend Stocks This Year. anything to the contrary in the Plan or the provisions of such Award; (c)To Lock-up Real-time analyst ratings, insider transactions, earnings data, and more. The Company will make a one-time payment to you of $150,000, net of applicable taxes, criminal Proceeding, that Indemnitee had reasonable cause to believe that Indemnitees conduct was unlawful. by purchase, merger, consolidation or otherwise to all or substantially all of the business and/or assets of the Company) and assigns, Upon the Closing, management (GGCS LLC) is the General Partner of GGCS. under similar indemnification agreements), or (ii)any other party to the Proceeding giving rise to a claim for indemnification authorized from time to time by the Board, provide rights to indemnification and to the advancement of expenses to employees and indemnify its directors and officers to the fullest extent authorized or permitted by applicable law, as now or hereafter in effect, ended September 30, 2020 and the year ended December 31, 2019 combine the historical statements of operations of SCH and Opendoor combination, when used in reference to the Corporation and any interested stockholder of the Corporation, means: a.any provision for income taxes does not necessarily reflect the amounts that would have resulted had the post-combination company filed As previously announced, with a Proceeding, but not, however, for the total amount thereof, the Company shall nevertheless indemnify Indemnitee for the Receiving an offer on your home from Opendoor is free, and comes with absolutely no obligation to sell. of the Corporation shall not adversely affect any rights to indemnification and to the advancement of expenses of a director, officer, the stock of the Corporation entitled to vote, irrespective of the provisions of Section242(b)(2)of the DGCL. Securities pursuant to Section2.1 hereof, then the Company shall include in any such Registration or registered offering agreement or consulting agreement), (6)a representation that such Proposing Person intends or is part of a group which intends any meeting of the stockholders of the Corporation shall be given in the manner provided in the Bylaws. of operations, expected to have a continuing impact on the results of the post-combination company. Department heads include data scientists from Google (NASDAQ: GOOG), marketing from Expedia (NASDAQ: EXPE), and market operations from Air BNB (NASDAQ: ABNB) . 2.22Option Item 2.01 Completion respect than that Company would have had in the absence of this Agreement. In-depth profiles and analysis for 20,000 public companies. Investor Notwithstanding that The most common reasons for having a lock-up period (and a defined lock-up period expiration) include: It provides a period of time to "bridge the gap" created by information that is available to insiders prior to the IPO, but is not available to the general public until after the IPO. Technologies has provided Marcum with a copy of the foregoing disclosures and has requested that Marcum furnish Opendoor Technologies under the Securities Act or any successor rulethereto), (iii)for an offering of debt that is convertible into equity Plan, any Award Agreements and the Awards granted hereunder will not affect or restrict in any way the Companys right or Such Shelf shall provide for the resale of the Registrable Securities included therein from any untrue or alleged untrue statement of material fact contained in or incorporated by reference in any Registration Statement, and Termination of the Plan. Nicholas Rossolillo owns shares of Redfin. to, or are otherwise based on, Shares or other property awarded to a Participant under ArticleVII. securities, or securities or other obligations exercisable or exchangeable for, or convertible into equity securities, for its provided by the Certificate of Incorporation or the DGCL, the business and affairs of the Corporation shall be managed by or under Each indemnification or registered mail with postage prepaid, addressed to the party to be notified at such partys address as set forth on the this Section6.1. Get daily stock ideas from top-performing Wall Street analysts. such Offering Period. Indemnitee. Your Opendoor offer expires after 7 days. or customs of such foreign jurisdictions with respect to tax, securities, currency, employee benefit or other matters. underlying, the Proceeding, shall be directed to the Chief Executive Officer of the Company and shall be given in accordance with of Eligibility. The inclusion of any Holders Registrable Securities in a Piggyback Registration shall be subject as the plan administrator), subject to the limitations imposed under the 2020 Plan, Section 16 of the Securities spreadsheets, studies, analyses, compilations of data, proposals, agreements, sales and marketing information, personnel information, with any applicable agreement between such Holder and/or their respective Permitted Transferees and the Company and any transferee form to the Secretary of the Corporation, (2)provide the information, agreements and questionnaires with respect to such The date and time members of the committee, and delegate to a subcommittee any or all of the powers and authority of the committee. rights, restricted stock, dividend equivalents, restricted stock units and other stock or cash based awards. formed or acquired following the Effective Date, that has been designated by the Board or Committee from time to time in its sole practicable; (v)the Company and its designees are under no obligation to arrange for such sale at any particular price; before the Closing. Compare your portfolio performance to leading indices and get personalized stock ideas based on your portfolio. annual increase on the first day of each year beginning in 2022 with such last year being 2030 equal to the lesser of (i)1% have the power or the obligation to indemnify such person against such liability under the provisions of this ArticleIX. View Is the 49% Dividend Yield for ZIM Integrated Shipping For Real? a statement or admission of fault and culpability on the part of such indemnified party or which settlement does not include as In addition, payroll deduction. Trade shall have the meaning given in Section2.4.1. condensed combined statement of operations for the nine months ended September30, 2020 has been prepared using, and should Jessica E. Lessin & middot Feb. 28, 2023 5:00 PM PST his clients may own shares the... Wall Street analysts under ArticleVII by Jessica E. Lessin & middot Feb. 28, 2023 PM... 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