OTHER INFORMATION.
−Removed: During the three months ended June 30, 2024, none of the Company’s directors or executive officers adopted or terminated any contract, instruction, or written plan for the purchase or sale of Company securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
+Added: During the three months ended September 30, 2024, none of the Company’s directors or executive officers adopted or terminated any contract, instruction, or written plan for the purchase or sale of Company securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
MIRA Amendment
−Removed: On August 1, 2024, the Amended and Restated Management Investor Rights Agreement among the Company, Ultimate Parent, and certain security holders (the “MIRA”), was amended by to, among other things, limit the applicability of the MIRA to certain current and former members of the Company’s executive leadership team (the “MIRA Amendment”).
+Added: On August 1, 2024, the Amended and Restated Management Investor Rights Agreement among the Company, Ultimate Parent, and certain security holders (the “MIRA”), was amended to, among other things, limit the applicability of the MIRA to certain current and former members of the Company’s executive leadership team (the “MIRA Amendment”).
The foregoing description of the MIRA Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the MIRA Amendment, which is filed as Exhibit 10.1 to this Quarterly Report on Form 10-Q.
7 unchanged sentences
8-K 3.1 9/18/2023
−Removed: Sixth Amendment to the Receivables Financing Agreement, among ADT Finance LLC, Mizuho Bank, Ltd., ADT LLC, MUFG Bank, Ltd., Starbird Funding Corporation, and BNP Paribas, dated as of April 10, 2024
−Removed: Incremental Assumption and Amendment Agreement No.
−Removed: 14, dated as of April 15, 2024, by and among Prime Security Services Holdings, LLC, Prime Security Services Borrower, LLC, The ADT Security Corporation, the subsidiary loan parties party thereto, the lenders party thereto and Barclays Bank PLC, as administrative agent
−Removed: Incremental Assumption and Amendment Agreement No.
−Removed: 15, dated as of May 15, 2024, by and among Prime Security Services Holdings, LLC, Prime Security Services Borrower, LLC, The ADT Security Corporation, the subsidiary loan parties party thereto, the lenders party thereto, Barclays Bank PLC, as administrative agent under the Existing Credit Agreement (as defined therein), and Barclays Bank PLC, as administrative agent under the TLA Credit Agreement (as defined therein).
−Removed: Incremental Assumption and Amendment Agreement No.
−Removed: 16, dated as of May 24, 2024, by and among Prime Security Services Holdings, LLC, Prime Security Services Borrower, LLC, The ADT Security Corporation, the subsidiary loan parties party thereto, the lenders party thereto and Barclays Bank PLC, as administrative agent.
−Removed: Secon d Am endment to the ADT Inc.
−Removed: 2018 Omnibus Incentive Plan, dated May 22 , 2024 .
Amendment No.
2 to Amended and Restated Management Investor Rights Agreement, dated as of August 1, 2024 by Prime Security Services TopCo Parent
+Added: Incremental Assumption and Amendment Agreement No.
+Added: 17, dated as of October 1, 2024, by and among Prime Security Services Holdings, LLC, Prime Security Services Borrower, LLC, The ADT Security Corporation, the subsidiary loan parties party thereto, the lenders and issuing banks party thereto and Barclays Bank PLC, as administrative agent.
+Added: Form of Indemnification Agreement by and between the Company and each of its Directors and Executive Officers
Certification of CEO, pursuant to SEC Rule 13a-14(a) and 15d-14(a)
13 unchanged sentences
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
−Removed: August 1, 2024 By:
+Added: October 24, 2024 By:
/s/ Jeffrey Likosar
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.