definiens: shall mean all shares of Common Stock issued by theCorporation or deemed to be issued pursuant to this Section 4(g ), whether or not subsequently reacquired or retired by theCorporation other than ( A ) shares of Common Stock issued upon conversion of the Series Preferred ; ( B ) shares of CommonStock and/or options, warrants or other Common Stock purchase rights and the Common Stock issued pursuant to suchoptions, warrant or other rights ( as adjusted for any stock dividends, combinations, splits, recapitalizations and the like)issued or granted after the Original Issue Date to employees, officers or directors of, or consultants or advisors to theCorporation or any subsidiary pursuant to stock purchase or stock option plans or other arrangements that are approved by theBoard ; ( C ) shares of Common Stock issued pursuant to the exercise of options, warrants or convertible securities outstandingas of the Original Issue Date ; ( D ) shares of Common Stock issued for consideration other than cash pursuant to a merger, consolidation, acquisition or similar business combination ; ( E ) shares of Common Stock issued pursuant to any equipmentleasing arrangement, or debt financing from a bank or similar financial institution ; ( F ) shares of Common Stock, PreferredStock, options, warrants or other equity securities issued in connection with strategic transactions involving the Corporationand other entities, including ( x ) joint venture, manufacturing, marketing or distribution arrangements and ( y ) technologytransfer, collaboration, licensing or development arrangements ; provided that such strategic transactions and the relatedissuance of equity securities have been approved by the Board ; and ( G ) options issued pursuant to any plan or otherarrangement approved by the Board ( as well as any shares issued upon exercise thereof ) . The of AdditionalShares of Common Stock shall mean the quotient determined by dividing the total number of Additional Shares of CommonStock issued or sold, or deemed to have been issued or sold by the Corporation under this Section 4(g ), into the aggregateconsideration received, or deemed to have been received by the Corporation for such issue under this Section 4(g ), for suchAdditional Shares of Common Stock