Other Information
−Removed: During the three months ended September 30, 2024 , none of our directors or officers (as defined in Rule 16a - 1 (f) of the Exchange Act) informed us of the adoption or termination of a “Rule 10b5 - 1 trading arrangement,” as defined in Item 408 of Regulation S-K.
+Added: Rule 10b5 - 1 Trading Plans
+Added: During the three months ended March 31, 2025 , none of our directors or officers (as defined in Rule 16a - 1 (f) of the Exchange Act) informed us of the adoption or termination of a “Rule 10b5 - 1 trading arrangement” or “non-Rule 10b5 - 1 trading arrangement," as those terms are defined in Item 408 of Regulation S-K.
Incorporated by Reference
Description of Exhibit
−Removed: Form of Amended and Restated Certificate of Incorporation of the Company.
−Removed: July 18, 1995
+Added: Amended and Restated Certificate of Incorporation of the Company.
+Added: March 11, 2025
Certificate of Amendment of Restated Certificate of Incorporation of the Company.
4 unchanged sentences
December 8, 2022
−Removed: Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, of Dale Foster, the Chief Executive Officer (principal executive officer) of the Company (filed herewith).
−Removed: Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, of Andrew Clark, the Vice President and Chief Financial Officer (principal financial officer) of the Company (filed herewith).
−Removed: Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, of Matthew Sullivan, the Vice President and Chief Accounting Officer (principal accounting officer) of the Company (filed herewith).
−Removed: Certification pursuant to 18 U.S.C.
−Removed: Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Dale Foster, the Chief Executive Officer (principal executive officer) of the Company (furnished herewith).
+Added: Separation Agreement between Climb Global Solutions, Inc.
+Added: and Andrew Clark, dated January 13, 2025
+Added: January 13, 2025
+Added: Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, of Dale Foster, the Chief Executive Officer of the Company.
+Added: Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, of Matthew Sullivan, the Chief Financial Officer of the Company.
Certification pursuant to 18 U.S.C.
−Removed: Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Andrew Clark, the Vice President and Chief Financial Officer (principal financial officer) of the Company (furnished herewith).
+Added: Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Dale Foster, the Chief Executive Officer of the Company.
Certification pursuant to 18 U.S.C.
−Removed: Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Matthew Sullivan, the Vice President and Chief Accounting Officer (principal accounting officer) of the Company (furnished herewith).
−Removed: The following financial information from Climb Global Solutions, Inc.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, filed with the SEC on November 1, 2024, formatted in Inline XBRL (Extensible Business Reporting Language) includes:
+Added: Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Matthew Sullivan, the Chief Financial Officer of the Company.
+Added: The following financial information from Climb Global Solutions, Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2025, filed with the SEC on May 1, 2025, formatted in Inline XBRL (Extensible Business Reporting Language) includes:
(1) Condensed Consolidated Balance Sheets, (2) Condensed Consolidated Statements of Income, (3) Condensed Consolidated Statements of Stockholders’ Equity, (4) Condensed Consolidated Statements of Comprehensive Income, (5) Condensed Consolidated Statements of Cash Flows, and (6) the Notes to the Unaudited Condensed Consolidated Financial Statements.
Cover Page Interactive Data File – The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
−Removed: Filed herewithin
−Removed: Furnished herewithin.
+Added: Filed herewith
+Added: Furnished herewith.
This certification is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (Exchange Act), or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.
1 unchanged sentence
CLIMB GLOBAL SOLUTIONS, INC
−Removed: November 1, 2024
/s/ Dale Foster
Dale Foster, Chief Executive Officer (Principal Executive Officer)
−Removed: November 1, 2024
−Removed: /s/ Andrew Clark
−Removed: Andrew Clark, Vice President and Chief Financial Officer (Principal Financial Officer)
−Removed: November 1, 2024
/s/ Matthew Sullivan
−Removed: Matthew Sullivan, Vice President and Chief Accounting Officer (Principal Accounting Officer)
+Added: Matthew Sullivan, Chief Financial Officer (Principal Financial and Accounting Officer)
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.