Unregistered Sales of Equity Securities and Use of Proceeds.
+Added: Issuance of Exchangeable Shares and Special Voting Share
+Added: On April 1, 2026, the Company completed its acquisition of the remaining 50% of the outstanding voting common stock of Micro Bird pursuant to the terms of a Purchase Agreement dated February 15, 2026 in exchange for an aggregate purchase price of $205.9 million, inclusive of preliminary customary adjustments related to working capital and net debt.
+Added: In connection with the acquisition, the Company paid the former owners $63.0 million in cash, funded entirely with cash existing on the closing date, and issued 2,702,180 shares of exchangeable common stock of a newly-formed Canadian Company subsidiary that are substantially equivalent to, and exchangeable on a one-to-one basis for, shares of Company common stock.
+Added: In addition, the former owners also received one share of newly-created Company preferred stock with voting rights in Company common stock equivalent to the number of shares of exchangeable common stock outstanding at any time.
+Added: The aggregate value of the above issued securities totaled $142.9 million on the closing date.
+Added: The exchangeable common stock and voting preferred stock were both issued without registration under the Securities Act of 1933, as amended (the “Act”), in reliance upon one or more available exemptions, including Section 4(2) and/or Regulation S under the Act, and available exemptions under Canadian law, and were issued as a result of a privately negotiated transaction and not pursuant to public solicitations.
+Added: Period by fiscal month Title of Security Number of Shares Purchaser Consideration
+Added: March 29 - April 25, 2026 Exchangeable common stock (1)
+Added: Former Micro Bird owners Sale of Micro Bird
+Added: March 29 - April 25, 2026 Voting preferred stock (2)
+Added: 1 Former Micro Bird owners Sale of Micro Bird
+Added: (1) The exchangeable common stock is exchangeable on a one-to-one basis with Company common stock.
+Added: The exchangeable common stock and any Company common stock issued upon exchange is subject to a contractual lock-up period as follows:
+Added: no transfers of the shares may occur for a period of six months following the acquisition closing date, or until October 1, 2026.
+Added: Thereafter, the shares will be released from lock-up as follows:
+Added: 17.9% on each of October 1, 2026, April 1, 2027 and October 1, 2027;
+Added: 27.8% on April 1, 2028 and the remaining 18.5% on April 1, 2029.
+Added: (2) The voting preferred stock provides the holders of the exchangeable common stock with voting rights in Company common stock equivalent to the number of shares of exchangeable common stock outstanding at any time.
Issuer Repurchase of Equity Securities
9 unchanged sentences
The share repurchases during the first quarter of fiscal 2026 resulted in the Company utilizing all $60.0 million that was authorized under the initial share repurchase program prior to its expiration date.
−Removed: Share repurchase activity under the share repurchase programs, on a trade date basis, for each fiscal month in the quarter ended March 28, 2026, was as follows:
+Added: Share repurchase activity under the share repurchase programs, on a trade date basis, for each fiscal month in the quarter ended June 27, 2026, was as follows:
Period by fiscal month Total number of shares repurchased
2 unchanged sentences
Approximate dollar value of shares that may yet be purchased under the plans or programs (in millions)
−Removed: December 28, 2025 - January 24, 2026 101,670 $ 49.07 101,670 $ 90.6
−Removed: January 25 - February 21, 2026 — — — 90.6
−Removed: February 22 - March 28, 2026 — — — 90.6
−Removed: Total 101,670 101,670
+Added: March 29 - April 25, 2026 — $ — — $ 90.6
+Added: April 26 - May 23, 2026 — — — 90.6
+Added: May 24 - June 27, 2026 — — — 90.6
(1) Average price paid per share includes costs associated with the repurchases, except for the cost of any associated excise tax.
1 unchanged sentence
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.