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These excerpts taken from the ROST 10-Q filed Jun 10, 2009. Ownership Change Event,
Non-Cash Dividends, Distributions and Adjustments.
Upon the occurrence of an Ownership Change Event, a
dividend or distribution to the stockholders of the Company paid in shares of
Stock or other property, or any other adjustment upon a change in the capital
structure of the Company as described in Section 4.4 of the Plan, any and all
new, substituted or additional securities or other property (other than regular,
periodic cash dividends paid on Stock pursuant to the Company’s dividend policy)
to which the Participant is entitled by reason of the Participant’s ownership of
Unvested Shares shall be immediately subject to the Company Reacquisition Right
and included in the terms “Shares,” “Stock” and “Unvested Shares” for all
purposes of the Company Reacquisition Right with the same force and effect as
the Unvested Shares immediately prior to the Ownership Change Event, dividend,
distribution or adjustment, as the case may be. For purposes of determining the
number of Vested Shares following an Ownership Change Event, dividend,
distribution or adjustment, credited Service shall include all Service with any
corporation which is a Participating Company at the time the Service is
rendered, whether or not such corporation is a Participating Company both before
and after any such event.
5.3 Ownership Change Event, Non-Cash Dividends, Distributions
and Adjustments.
Upon the occurrence of an Ownership
Change Event, a dividend or distribution to the stockholders of the Company paid
in shares of Stock or other property, or any other adjustment upon a change in
the capital structure of the Company as described in Section 4.4 of the Plan,
any and all new, substituted or additional securities or other property (other
than regular, periodic cash dividends paid on Stock pursuant to the Company’s
dividend policy) to which the Participant is entitled by reason of the
Participant’s ownership of Unvested Common Shares shall be immediately subject
to the Company Reacquisition Right and included in the terms “Common Shares,”
“Stock” and “Unvested Common Shares” for all purposes of the Company
Reacquisition Right with the same force and effect as the Unvested Common Shares
immediately prior to the Ownership Change Event, dividend, distribution or
adjustment, as the case may be. For purposes of determining the number of Vested
Common Shares following an Ownership Change Event, dividend, distribution or
adjustment, credited Service shall include all Service with any corporation
which is a Participating Company at the time the Service is rendered, whether or
not such corporation is a Participating Company both before and after any such
event.
8.3 | EXCERPTS ON THIS PAGE:
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