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Recent Sales of Unregistered Equity Securities
−Removed: There were no sales of unregistered equity securities during the three months ended March 31, 2025.
+Added: There were no sales of unregistered equity securities during the six months ended June 30, 2025.
Use of Proceeds from Registered Equity Securities
−Removed: We did not receive any proceeds from sales of registered equity securities during the three months ended March 31, 2025.
+Added: We did not receive any proceeds from sales of registered equity securities during the six months ended June 30, 2025.
Issuer Purchases of Equity Securities
−Removed: The following table presents repurchases of shares of the Company’s Common Stock completed during the three months ended March 31, 2025 (in thousands):
+Added: The following table presents repurchases of shares of the Company’s Common Stock completed during the three months ended June 30, 2025 (in thousands):
Total Number of Shares Purchased
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(in thousands) (2)
−Removed: January 1, 2025 - January 31, 2025 (3)
+Added: April 1, 2025 - April 30, 2025
7,487 $ 8.05 7,487 $ 147,600
−Removed: February 1, 2025 - February 28, 2025 — $ — — $ 500,000
−Removed: March 1, 2025 - March 31, 2025 (4)
+Added: May 1, 2025 - May 31, 2025
1,161 $ 8.29 1,161 $ 137,980
+Added: June 1, 2025 - June 30, 2025
3,185 $ 8.28 3,185 $ 111,632
11,833 $ 8.14 11,833 $ 111,632
+Added: _________________
(1) The average price paid per share is calculated by dividing the total cash paid for the shares (including commissions) by the total number of shares repurchased.
−Removed: (2) In January 2024, the Company's Board of Directors announced the 2024 Share Repurchase Plan, pursuant to which the Company was authorized to repurchase, through January 29, 2025, up to a maximum aggregate amount of $350 million of shares of the Company's Common Stock.
−Removed: The 2024 Share Repurchase Plan expired on January 29, 2025 with $5 million authorized repurchases remaining.
(2) In February 2025, the Company's Board of Directors announced the 2025 Share Repurchase Plan, pursuant to which the Company is authorized to repurchase, through April 30, 2026, up to a maximum aggregate amount of $500 million of shares of the Company's Common Stock.
The 2025 Share Repurchase Plan allows the Company to purchase Common Stock, from time to time, in one or more open market or privately negotiated transactions, including pursuant to Rule 10b5-1 or Rule 10b-18 of the Exchange Act, or pursuant to one or more accelerated share repurchase agreements, subject to certain requirements and other factors.
−Removed: (3) The Company entered into an agreement in December 2024 to repurchase 15 million shares of Common Stock from a non-affiliate individual for a total of $104 million under the 2024 Share Repurchase Plan.
−Removed: The transaction settled in January 2025, and the Company retired the shares.
−Removed: (4) In March 2025, the Company repurchased, and subsequently retired, 20 million shares of its Common Stock under the 2025 Share Repurchase Plan for $152 million (or $7.62 per share) in connection with an offering of the Company’s Common Stock.
−Removed: Refer to Note 14 “Related Party Transactions” for further information.
−Removed: The additional 18 million shares were repurchased, and subsequently retired, in the open market, including pursuant to Rule 10b5-1, in multiple transactions at an average price of $7.79 per share.
DEFAULTS UPON SENIOR SECURITIES.
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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.