As-Converted Covered Share Ownership Percentage

As-Converted Covered Share Ownership Percentage. With respect to any Holder(s) as of any time, a fraction (a) whose numerator is the aggregate number of Covered Shares owned by such Holder(s) as of such time; and (b) whose denominator is the aggregate number of Covered Shares that are then outstanding held by all Holders under this Agreement; provided, however, that for purposes of this definition, Registrable Securities not relating to any Preferred Stock or Covered Shares issued pursuant to the SPA will be disregarded