Item 2. Unregistered Sales of Equity Securities
Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Share Repurchase Program
On December 21, 2021, the Company announced that the Board authorized a share repurchase program which permits the Company to purchase up to an aggregate of $5 million of its common shares. The program does not have an expiration date. Any repurchases would be funded using cash on hand and cash from operations. The actual timing, manner, and number of shares repurchased under the program will be determined by management and the Board at their discretion and will depend on several factors, including the market price of the Company’s common shares, general market and economic conditions, alternative investment opportunities, and other business considerations in accordance with applicable securities laws and exchange rules. The authorization of the share repurchase program does not require BK Technologies to acquire any particular number of shares and repurchases may be suspended or terminated at any time at the Company’s discretion. The following table provides information about purchases made by us of our common stock for each month included in the third quarter of 2024:
ISSUER PURCHASES OF EQUITY SECURITIES
Total Number of Shares
Approximate Dollar Value
Purchased as Part of
of Shares that May Still be
Total Number of
Average Price
Publicly Announced
Purchased Under the
Period
Shares Purchased
Paid Per Share
Plans or Programs
Plans or Programs
July 1–31, 2024
—
—
—
$
5,000,000
August 1–31, 2024
—
—
—
$
5,000,000
September 1–30, 2024
—
—
—
$
5,000,000
Quarter Ended September 30, 2024
—
$
—
—
$
5,000,000
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Item 6. EXHIBITS
Exhibits required to be filed by Item 601 of Regulation S-K are listed in the Exhibit Index below.
Exhibit Index
Exhibit
Number
Description
Exhibit 3.1
Articles of Incorporation (incorporated by reference from Exhibit 3.1 to the Company’ s Annual Report on Form 10-K filed March 17, 2022)
Exhibit 3.1.1
Certificate of Amendment to Articles of Incorporation (incorporated by reference from Exhibit 3.1.1 to the Company’ s Annual Report on Form 10-K filed March 17, 2022)
Exhibit 3.1.2
Certificate of Change to Articles of Incorporation (incorporated by reference from Exhibit 3.1 to the Company’ s Current Report on Form 8-K filed March 28, 2023)
Exhibit 3.2
Bylaws (incorporated by reference from Exhibit 3.3 to the Company’ s Current Report on Form 8-K12B filed March 28, 2019)
Exhibit 31.1
Certification of Principal Executive Officer Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Exhibit 31.2
Certification of Principal Financial Officer Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Exhibit 32.1
Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished pursuant to Item 601(b)(32) of Regulation S‑ K)
Exhibit 32.2
Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished pursuant to Item 601(b)(32) of Regulation S‑ K)
Exhibit 101.INS
Inline XBRL Instance Document
Exhibit 101.SCH
Inline XBRL Taxonomy Extension Schema Document
Exhibit 101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document
Exhibit 101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document
Exhibit 101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document
Exhibit 101.DEF
Inline XBRL Taxonomy Definition Linkbase Document
Exhibit 104
Cover Page Interactive Data File (embedded within the Inline XBRL document) (filed herewith)
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SIGNATURES
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.
BK TECHNOLOGIES CORPORATION
(The “ Registrant ” )
Date: November 14, 2024
By:
/s/ John M. Suzuki
John M. Suzuki
Chief Executive Officer
(Principal executive officer and duly
authorized officer)
Date: November 14, 2024
By:
/s/ Scott A. Malmanger
Scott A. Malmanger
Chief Financial Officer
(Principal financial and accounting
officer and duly authorized officer)
29
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.