3 unchanged sentences
stock on the open market from time to time.
−Removed: From inception through September 30, 2023, we have repurchased a total of approximately 6.9 million shares (at current market prices) under the various open market stock buyback programs for an aggregate price of $106.6 million, or an average price of $15.47 per share.
+Added: From inception through March 31, 2024, we have repurchased a total of approximately 6.9 million shares (at current market prices) under the various open market stock buyback programs for an aggregate price of $106.6 million, or an average price of $15.47 per share.
The Board must authorize the timing and amount of these purchases and all repurchases are in accordance with the rules and regulations of the SEC allowing the Company to repurchase shares from the open market.
3 unchanged sentences
stock from employees for payment of statutory tax withholdings on stock transactions.
−Removed: All other repurchases from directors or employees are contingent upon Board approval.
−Removed: All repurchases are done at current market prices.
−Removed: From inception through September 30, 2023, we repurchased approximately 3.1 million shares (at current market prices) for an aggregate price of $24.6 million, or an average price of $7.95 per share.
+Added: All repurchases from directors or employees are contingent upon Board approval and all shares are repurchased at current market prices.
+Added: From inception through March 31, 2024, we repurchased approximately 3.1 million shares (at current market prices) for an aggregate price of $27.7 million, or an average price of $8.86 per share.
Lastly, the Company also had a stock repurchase arrangement by which employee-participants in our 401(k) Plan were entitled to have shares of AAON, Inc.
1 unchanged sentence
The 401(k) Plan was amended in June 2022 to discontinue this program.
−Removed: From inception through September 30, 2023, we repurchased approximately 12.5 million shares (at current market prices) for an aggregate price of $171.8 million, or an average price of $13.78 per share.
−Removed: Repurchases during the third quarter of 2023 were as follows:
+Added: From inception through March 31, 2024, we repurchased approximately 12.5 million shares (at current market prices) for an aggregate price of $171.8 million, or an average price of $13.78 per share.
+Added: Repurchases during the first quarter of 2024 were as follows:
ISSUER PURCHASES OF EQUITY SECURITIES
9 unchanged sentences
Plans or Programs
−Removed: July 2023 177 $ 67.30 177 —
−Removed: August 2023 403,187 62.07 403,187 —
−Removed: September 2023 258 61.49 258 —
+Added: January 2024 610 $ 71.22 610 —
+Added: February 2024 13,165 86.09 13,165 —
+Added: March 2024 23,085 80.75 23,085 —
Total 36,860 $ 82.50 36,860 —
1 unchanged sentence
Contingent Shares Issued in BASX Acquisition
+Added: As discussed in Note 15, the Company declared a three-for-two stock split effective August 16, 2023.
+Added: All share and per share information has been updated to reflect the effect of this stock split.
In December 2021, we closed on the acquisition of BASX.
1 unchanged sentence
The shares do not accrue dividends.
−Removed: Under the MIPA Agreement, the potential future issuance of the shares is contingent upon BASX meeting certain post-closing earn-out milestones during each of the years ended 2021, 2022, and 2023.
−Removed: Based on the final allocation of the consideration paid, we estimated the fair value of contingent consideration related to these shares to be approximately $60.0 million, which is included in additional paid-in capital on the consolidated balance sheets.
−Removed: As of September 30, 2023, 0.58 million shares and 0.73 million shares related to the earn-out milestones for the years ended 2022 and 2021, respectively, have been issued to the former owners of BASX as private placements exempt from registration with the SEC under Rule 506(b), which are included in common stock on the consolidated statements of stockholders' equity.
+Added: Under the MIPA Agreement, the issuance of shares to the former owners of BASX was contingent upon BASX meeting certain post-closing earn-out milestones during each of the years ended 2021, 2022, and 2023.
+Added: In March 2024, we issued the remaining 0.24 million shares related to the earn-out milestone for the year ended 2023.
+Added: As a result of the shares issued in March 2024, the tax basis exceeded the book basis for consideration paid resulting in a deferred tax asset and an increase to additional paid-in capital of $ 6.4 million, respectively, on our consolidated balance sheet.
+Added: The deferred tax asset is expected to be amortized over fifteen years.
+Added: We previously issued 0.58 million shares in March 2023, related to the earn-out milestone for the year ended 2022.
+Added: All shares have been issued as private placements exempt from registration with the SEC under Rule 506(b) and are included in common stock on the consolidated statements of stockholders' equity.
Defaults Upon Senior Securities.
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.