Fair Market Value

Fair Market Value. Of one share of Common Stock on the Date of Exercise (as hereinafter defined) means (i) the VWAP for the Trading Day immediately prior to the Date of Exercise, or (ii) if an Eligible Market is not then the Principal Trading Market, the average of the reported sales prices reported by Bloomberg on the Trading Market for the Common Stock on the Trading Day immediately prior to the Date of Exercise, or, if there is no sales price on such Trading Day, the last sales price reported by Bloomberg for... such Trading Day, or (iii) if neither of the foregoing applies, the last sales price of the Common Stock in the over-the-counter market as reported in the pink sheets by OTC Markets Group Inc. (formerly Pink Sheets LLC) (or any similar organization or agency succeeding to its functions of reporting prices) for the Common Stock as reported by Bloomberg, or if no sales price is so reported for the Common Stock, the last bid price of such Common Stock as reported by Bloomberg or (iv) if fair market value cannot be calculated as of such date on any of the foregoing bases, the fair market value shall be as determined by the Board of Directors of the Company in the exercise of its good faith business judgment. View More

Fair Market Value. The closing price for a Share on the stock exchange, if any, on which such Shares are primarily traded, but if no Shares were traded on such date, the average of the bid and asked closing prices at which one Share is traded on the over-the-counter market, as reported on the New York Stock Exchange or any other stock exchange on which the Shares may be traded, or, if none of the above is applicable, the value of a Share as established by the Committee for such date using any reasonable method of... valuation View More

Fair Market Value. (a) a security means the value determined by the volume-weighted average price of such security on the national securities exchange on which it trades over the five business day period prior to the determination date, as reported by Bloomberg, L.P., or, if the Common Stock is not traded on a national securities exchange, the fair market value as determined by the Board in good faith; or (b) property or other rights means the fair market value as determined by the Board in good faith; provided,... however, that for the purposes of determining the Fair Market Value of any security not traded on a national securities exchange, or any property or other rights, to be received by the holders of the Preferred Stock pursuant to this Certificate of Designation, the Fair Market Value shall also be reasonably acceptable to the holders of at least sixty-six and two-thirds percent (66 2.3%) of the then outstanding shares of Preferred Stock. View More

Fair Market Value. With respect to any publicly traded equity security, the reported closing price of such security on the relevant date as reported on the composite list used by The Wall Street Journal for reporting stock prices, or, if no such sale shall have been made on that day, on the last preceding day on which there was such a sale; and with respect to any other property, the fair market value thereof as determined by the Committee in good faith.

Fair Market Value. (i) If the Common Stock is then listed on a national stock exchange, the closing sales price per share of Common Stock on the exchange for the last preceding date on which there was a sale of shares of Common Stock on such exchange, as determined by the Committee. (ii) If the Common Stock is not then listed on a national stock exchange but are then traded on an over-the-counter market, the average of the closing bid and asked prices for the shares of Common Stock in such over-the-counter market... for the last preceding date on which there was a sale of such shares in such market, as determined by the Committee. (iii) If neither (i) nor (ii) applies, such value as the Committee in its discretion may in good faith determine. Notwithstanding the foregoing, where the Common Stock is listed or traded, the Committee may make discretionary determinations in good faith where the Shares have not been traded for 10 trading days. Notwithstanding the foregoing, with respect to any "stock right" within the meaning of Section 409A of the Code, Fair Market Value shall not be less than the "fair market value" of the Shares determined in accordance with Treasury Regulation 1.409A-1(b)(5)(iv). View More

Fair Market Value. As defined in the Equity Plan.

Fair Market Value. As of any particular date, the closing sales prices of the Common Stock on such date on the principal national securities exchange on which such Common Stock is listed or admitted trading, or, if not so listed or admitted to trading, the average of the closing bid price and closing asked price on such date as quoted on the National Association of Securities Dealers Automated Quotation System or such other market in which such prices are regularly quoted (including the Over-the-Counter Bulletin... Board), or if there have been no published bid or asked quotations with respect to the Common Stock on such date, Fair Market Value shall be the value established by the Board of Directors in good faith. View More

Fair Market Value. With respect to Shares as of any date, the fair market value of one Share as of such date, as determined by the Committee in compliance with any applicable provisions of the Code on the basis of such factors, considerations and information as may be applicable under the circumstances; provided, however, that if the Shares are traded on an established securities exchange or other public trading market on the date in question, then the Fair Market Value shall be the last reported sale price for a... Share on such exchange or market as of the close of trading on the date in question View More

Fair Market Value. Means, as of any particular date: (a) the volume weighted average of the closing sales prices of the Common Stock for such day on all domestic securities exchanges on which the Common Stock may at the time be listed; or (b) if there have been no sales of the Common Stock on any such exchange on any such day, the average of the highest bid and lowest asked prices for the Common Stock on all such exchanges at the end of such day; in each case, averaged over twenty (20) consecutive Business Days... ending on the Business Day immediately prior to the day as of which "Fair Market Value" is being determined; provided, that if the Common Stock is listed on any domestic securities exchange, the term "Business Day" as used in this sentence means Business Days on which such exchange is open for trading. View More

Fair Market Value. For purposes of the Asset Pool shall be equal (i) as of the Initial Grant Date, to the amount determined by the Compensation Committee and set forth in the Award Letters under "Award Pool," and (ii) after the Initial Grant Date, to the aggregate amount of cash plus the value of any securities held in respect thereof, which value shall be calculated: (A) with respect to any publicly traded security (whether debt or equity), based on the per share closing price of such security on its primary... exchange on the full trading day immediately prior to the applicable measurement date, with appropriate and proportionate adjustments in respect of any stock split, stock combination, stock divided, stock distribution, merger, consolidation or other comparable event with a record date or occurrence, as applicable, during such measurement period; (B) with respect to any security (whether debt or equity) that is not publicly traded but is traded on a private marketplace, such as PORTAL, GSTrue or FBR PLUS, the per share closing price of such security thereon on the full trading day immediately prior to the applicable measurement date and if no such shares are traded on that day on the most recent day on which there was a trade of such security (unless the Committee determines in good faith that such prices may not reflect fair market value as a result of limited trading, in which case, such securities may at the option of the Committee be treated as specified in (C) below), with appropriate and proportionate adjustments in respect of any stock split, stock combination, stock divided, stock distribution, merger, consolidation or other comparable event with a record date or occurrence, as applicable, during such measurement period; and (C) with respect to any other security, the fair market value as determined in good faith by the Committee or, if such determination cannot be made by the Committee, by a nationally recognized independent investment banking firm selected in good faith by the Committee. View More