Item 5. Other Information
Item 5. Other Information
Fourth Amendment to the Senior Secured Credit Facility
On May 1, 2025, Array Tech, Inc. and ATI Investment Sub, Inc., both wholly owned subsidiaries of the Company, entered into the Fourth Amendment to the Credit Agreement. The Fourth Amendment, among other things, (i) refinanced the Revolving Credit Facility with new revolving commitments and loans thereunder and (ii) revised the Consolidated First Lien Secured Leverage Ratio as applicable under Section 7.09 (Financial Covenant) of the Credit Agreement from 7.10:1.00 to 5.50:1.00.
As amended by the Fourth Amendment, the Revolving Credit Facility has total commitments of $ 166 million and a maturity date of October 14, 2028; provided that if on July 15, 2027, the date that is P91D days prior to the stated maturity of the Term Loan Facility, all or any portion of the Term Loan Facility is outstanding, the Revolving Credit Facility will mature on such date.
The foregoing description of the Fourth Amendment is qualified in its entirety by reference to Exhibit 10.2 to this Current Report on Form 10-Q, which is incorporated by reference herein.
10b5-1 Trading Plans
From time to time, our directors and officers may adopt plans for the purchase or sale of our securities. Such plans may be designed to satisfy the affirmative defense conditions of Rule 10b5-1 under the Exchange Act or may constitute non-Rule 10b5-1 trading arrangements (as defined in Item 408(c) of Regulation S-K). During the three months ended March 31, 2025, none of our directors or officers adopted , amended or terminated any such plan or trading arrangement.
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
10.1*
Offer Letter of Employment, dated December 29, 2024, Array Tech, Inc. and Gina Gunning
10.2*
Amendment No. 4 to the Credit Agreement, dated as of May 1, 2025, by and among Array Tech, Inc., as borrower, ATI Investment Sub, Inc. as holdings, Goldman Sachs Bank USA, as administrative agent, and the additional lenders party thereto (in such capacities indicated therein)
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Number Exhibit Description Form Date No.
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
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: May 6, 2025
Kevin G. Hostetler
Chief Executive Officer
By: /s/ Keith Jennings
Date: May 6, 2025
H. Keith Jennings
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.