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PCG » Topics » Effect of Change in Control on Options and SARs

This excerpt taken from the PCG 10-K filed Feb 24, 2009.
Effect of Change in Control on Options and SARs.  In the event of a Change in Control, the surviving, continuing, successor, or purchasing corporation or other business entity or parent thereof, as the case may be (the “Acquiror”), may, without the consent of any Participant, either assume or continue the Company’s rights and obligations under outstanding Options or SARs or substitute for outstanding Options or SARs substantially equivalent options or SARs covering the Acquiror’s stock.  Any Options or SARs which are neither assumed or continued by the Acquiror in connection with the Change in Control nor exercised as of the Change in Control shall, contingent on the Change in Control, become fully vested and exercisable immediately prior to the Change in Control.  Options and SARs which are assumed or continued in connection with a Change in Control shall be subject to such additional accelerated vesting and/or exercisability in connection with the Participant’s subsequent termination of Service as the Board may determine.
 
14.2           
These excerpts taken from the PCG 10-K filed Feb 22, 2008.
Effect of Change in Control on Options and SARs.  In the event of a Change in Control, the surviving, continuing, successor, or purchasing corporation or other business entity or parent thereof, as the case may be (the “Acquiror”), may, without the consent of any Participant, either assume or continue the Company’s rights and obligations under outstanding Options or SARs or substitute for outstanding Options or SARs substantially equivalent options or SARs covering the Acquiror’s stock.  Any Options or SARs which are neither assumed or continued by the Acquiror in connection with the Change in Control nor exercised as of the Change in Control shall, contingent on the Change in Control, become fully vested and exercisable immediately prior to the Change in Control.  Options and SARs which are assumed
 

  
 
28
 

or continued in connection with a Change in Control shall be subject to such additional accelerated vesting and/or exercisability in connection with the Participant’s subsequent termination of Service as the Board may determine.
 
14.2 
Effect of Change in Control on
Options and SARs.  In
the event of a Change in Control, the surviving, continuing, successor, or
purchasing corporation or other business entity or parent thereof, as the case
may be (the “Acquiror”), may, without the consent
of any Participant, either assume or continue the Company’s rights and
obligations under outstanding Options or SARs or substitute for outstanding
Options or SARs substantially equivalent options or SARs covering the Acquiror’s
stock.  Any Options or SARs which are neither assumed or continued by
the Acquiror in connection with the Change in Control nor exercised as of the
Change in Control shall, contingent on the Change in Control, become fully
vested and exercisable immediately prior to the Change in
Control.  Options and SARs which are assumed

 





  


 



28






 




or
continued in connection with a Change in Control shall be subject to such
additional accelerated vesting and/or exercisability in connection with the
Participant’s subsequent termination of Service as the Board may
determine.

 

14.2 

EXCERPTS ON THIS PAGE:

10-K
Feb 24, 2009
10-K (2 sections)
Feb 22, 2008

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