COGENT COMMUNICATIONS HOLDINGS, INC. 10-Q

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS ​ Our Board of Directors has authorized a plan to permit the repurchase of our common stock in negotiated and open market transactions through December 31, 2021. We may purchase shares from time to time depending on market, economic, and other factors. ​ The following table summarizes our common stock repurchases during the third quarter of 2020 made pursuant to this authorization. During the quarter, we did not purchase shares outside of this program, and all purchases were made by or on behalf of the Company and not by any "affiliated purchaser" (as defined by Rule 10b-18 of the Securities Exchange Act of 1934). Subsequent to September 30, 2020 we purchased 53,516 shares of our common stock for $3.1 million under the Buyback Program. ​ Issuer Purchases of Equity Securities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Number Approximate ​ ​ Total ​ ​ ​ ​ of Shares ​ Dollar Value of ​ ​ Number of ​ ​ ​ ​ Purchased as Part of ​ Shares ​ ​ Shares ​ Average Price ​ Publicly Announced ​ that May Yet Be Purchased Period ​ Purchased ​ Paid per Share ​ Plans or Programs ​ Under the Plans or Programs July 1-31, 2020 ​ — ​ $ — ​ — ​ $ 34,904,594 August 1-31, 2020 ​ — ​ $ — ​ — ​ $ 34,904,594 September 1-30, 2020 ​ 4,567 ​ $ 59.01 ​ 4,567 ​ $ 34,635,083 Total ​ 4,567 ​ $ 59.01 ​ 4,567 ​ ​ ​ ​ ​ ​ 34 Table of Contents ​ ITEM 6. EXHIBITS ​ (a) Exhibits Exhibit Number Description 31.1 ​ Certification of Chief Executive Officer (filed herewith) 31.2 ​ Certification of Chief Financial Officer (filed herewith) 32.1 ​ Certification of Chief Executive Officer (furnished herewith) 32.2 ​ Certification of Chief Financial Officer (furnished herewith) 101.1 ​ The following materials from the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020, formatted in Inline Extensible Business Reporting Language (iXBRL), include: (i) the Condensed Consolidated Statements of Comprehensive Income, (ii) the Condensed Consolidated Balance Sheets, (iii) the Condensed Consolidated Statements of Cash Flows, and (iv) related notes (filed herewith). 104 ​ Cover Page Interactive Data File (the cover page XBRL tags are embedded within the iXBRL document). ​ ​ ​ ​ 35 Table of Contents ​ 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. ​ ​ Date: November 5, 2020 COGENT COMMUNICATIONS HOLDINGS, INC. ​ ​ ​ By: /s/ David Schaeffer ​ ​ Name: David Schaeffer ​ ​ Title: Chief Executive Officer ​ ​ ​ Date: November 5, 2020 By: /s/ Sean Wallace ​ ​ Name: Sean Wallace ​ ​ Title: Chief Financial Officer ​ ​ ​ 36