CIMPRESS plc 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds On November 25, 2019, we announced that our Board had authorized us to repurchase up to 5,500,000 of our issued and outstanding ordinary shares on the open market (including block trades), through privately negotiated transactions, or in one or more self-tender offers. This repurchase program expires on May 22, 2021, and we may suspend or discontinue our share repurchases at any time. On April 28, 2020, we entered into an amendment to our senior secured credit agreement, which suspended our financial maintenance covenants in addition to prohibiting us from repurchasing shares during the suspension period. Refer to Note 9 for additional information. We did not purchase any of our ordinary shares during the three months ended December 31, 2020. 44 Item 6. Exhibits, Financial Statement Schedules Exhibit No. Description 10.1 2020 Equity Incentive Plan is incorporated by reference to our Current Report on Form 8-K filed with the SEC on November 30, 2020 10.2 Form of Restricted Share Unit Agreement under our 2020 Equity Incentive Plan 10.3 Form of Performance Share Unit Agreement for employees and executives under our 2020 Equity Incentive Plan 10.4 Form of Performance Share Unit Agreement for our Chief Executive Officer under our 2020 Equity Incentive Plan 10.5 Form of Performance Share Unit Agreement for our Board of Directors under our 2020 Equity Incentive Plan 31.1 Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, Rule 13a-14(a)/15d-14(a), by Chief Executive Officer 31.2 Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, Rule 13a-14(a)/15d-14(a), by Chief Financial Officer 32.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, by Chief Executive Officer and Chief Financial Officer 101 The following materials from this Quarterly Report on Form 10-Q, formatted in Inline Extensible Business Reporting Language (iXBRL): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Statements of Shareholder's Equity, (iv) Consolidated Statements of Cash Flows and (v) Notes to Condensed Consolidated Financial Statements. 104 Cover Page Interactive Data File (formatted as iXBRL and contained in Exhibit 101) 45 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. January 28, 2021 Cimpress plc By: /s/ Sean E. Quinn Sean E. Quinn Chief Financial Officer (Principal Financial and Accounting Officer) 46