|TRIVAGO N.V. filed this Form F-3 on 04/05/2018|
“Individual Agreement” means an employment, service, consulting or similar agreement between a Participant and the Company or one of its Subsidiaries or Affiliates.
“Management Board” means the Management Board of the Company.
“NASDAQ” means the National Association of Securities Dealers Inc. Automated Quotation System.
“NYSE” means the New York Stock Exchange.
“Option” means an Award described under Section 5.
“Ordinary Shares” means the class A shares, with nominal value of €0.06 per share, of the Company.
“Participant” means an Eligible Individual to whom an Award is or has been granted.
“Plan” means this trivago N.V. 2016 Omnibus Incentive Plan, as set forth herein and as hereafter amended from time to time.
“Restricted Share Units” means an Award described under Section 6.
“Retirement” means retirement from active employment with the Company, a Subsidiary or Affiliate at or after the Participant’s attainment of age 65.
“RSU Restriction Period” has the meaning set forth in Section 6(b)(ii).
“Share” means an Ordinary Share, unless there are ADSs available, in which case “Share” will mean the number of ADSs equal to an Ordinary Share. If the ratio of ADSs to Ordinary Shares is not 1:1, then (a) all amounts determined under Section 3 and (b) all Awards designated as Awards over Ordinary Shares will automatically be adjusted to reflect the ratio of the ADSs to Ordinary Shares, as reasonably determined by the Committee or the Supervisory Board.
“Share Appreciation Right” has the meaning set forth in Section 5.
“Share Change” has the meaning set forth in Section 3(c)(ii).
“Subsidiary” means any corporation, partnership, joint venture, limited liability company or other entity during any period in which at least a 50% voting or profits interest is owned, directly or indirectly, by the Company or any successor to the Company.
“Supervisory Board” means the Supervisory Board of the Company.
“Tandem SAR” has the meaning set forth in Section 5(b).