PER SHARE PUBLIC MARKET VALUE. As of any date of determination, the average of the reported closing market prices of the Common Stock for the 20 consecutive trading days ending on the trading day prior to such date; provided that in the case of a Voluntary Termination or if either party to the Employment Agreement has given notice pursuant to Section 11 of the Plan of his or its intention not to renew the Employment Agreement the Per Share Public Market Value will be the average of the reported closing market prices of the
... Common Stock for the 60 calendar days beginning 120 days after the public announcement by the Company of such Voluntary Termination or that one of the parties has given notice pursuant to the Employment Agreement of his or its intention not to renew the Employment Agreement. The closing market price for each day in question will be the last sale price, regular way or, if no such sale takes place on such day, the average of the closing bid and asked prices, regular way, in either case as reported in the principal consolidated transaction reporting system of the principal national securities exchange on which the Common Stock is listed or admitted to trading or, if the Common Stock is not listed or admitted to trading on any national securities exchange, the last quoted sale price or, if no such sale price is quoted, the average of the high bid and low asked prices in the over-the-counter market, as reported by the NASDAQ Stock Market or such other system then in use or, if on any such trading day such capital stock is not quoted by any such organization, the average of the closing bid and asked prices as furnished by the professional market maker who has been most active in making a market in such capital stock during the preceding 12 months. The Per Share Public Market Value will be appropriately adjusted to reflect the effects of any stock dividend, stock split, reclassification, recapitalization or combination affecting the Common Stock, the record date, ex-dividend date or similar date of which occurs during the period of trading days preceding the date of determination. 4 5
View More
