Item 5. Other Information
Item 5. Other Information
During the third quarter of 2023, certain of our directors and officers (as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) entered into contracts, instructions or written plans for the purchase or sale of our securities that are intended to satisfy the conditions specified in Rule 10b5-1(c) under the Exchange Act for an affirmative defense against liability for trading in securities on the basis of material nonpublic information. We refer to these contracts, instructions, and written plans as “ Trading Plans ” and each one as a “Trading Plan.”
The following table sets forth the material terms of these Trading Plans:
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Director/Officer
Action & Date of Action
Commencement of Trading Period
Scheduled Termination of Trading Period (1)
Security Covered
Maximum Number of Securities to be Purchased or Sold Pursuant to the Rule 10b5-1 Trading Plan (2)
Covers Purchase or Sale?
Kevin Hosteller , Chief Executive Officer
Adoption September 5, 2023
January 12, 2024 August 30, 2024 Common Stock
50,511 Sale
(1) The plans are subject to earlier termination under certain circumstances specified in the plans, including upon the sale or purchase (as applicable) of all shares subject to the plan and upon either party to a plan giving notice of termination within the time prescribed under the plan.
(2) Subject to adjustments for stock splits, stock combinations, stock dividends and other similar changes to our common stock.
Item 6. Exhibits
Number Exhibit Description Form Date No.
3.1 Amended and Restated Certificate of Incorporation of Array Technologies, Inc., dated October 19, 2020
8-K 10/19/2020 3.1
3.2 Amended and Restated Bylaws of Array Technologies, Inc., dated October 19, 2020
8-K 10/19/2020 3.2
3.3 Certificate of Designations of Series A Perpetual Preferred Stock
8-K 8/11/2021 3.1
31.1* Certification of the Chief Executive Officer, as required by Section 302 of the Sarbanes- Oxley Act of 2002 (18 U.S.C. 1350)
31.2* Certification of the Chief Financial Officer, as required by Section 302 of the Sarbanes- Oxley Act of 2002 (18 U.S.C. 1350)
32.1** Certification of the Chief Executive Officer, as required by Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350)
32.2** Certification of the Chief Financial Officer, as required by Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350)
101.INS XBRL Instance Document – the instance document does not appear in the Interactive Data file because its XBRL tags are embedded within the Inline XBRL document
101.SCH XBRL Taxonomy Extension Schema Document
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF XBRL Taxonomy Extension Definition Linkbase Document
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Number Exhibit Description Form Date No.
101.LAB XBRL Taxonomy Extension Presentation Linkbase Document
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document
104 Cover Page Interactive Data Files
* Filed herewith
** Furnished herewith
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Array Technologies, Inc.
By: /s/ Kevin G. Hostetler Date: November 7, 2023
Kevin G. Hostetler
Chief Executive Officer
By: /s/ Nipul Patel Date: November 7, 2023
Nipul Patel
Chief Financial Officer
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.