Item 2. Unregistered Sales of Equity Securities
ITEM 2 — UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
(a) Sales of Unregistered Securities during the Quarter ended March 31, 2023
During the quarter ended March 31, 2023, the Company did not issue any securities in transactions that were not registered under the Securities Act of 1933, as amended.
(b) Issuer Purchases of Equity Securities during the Quarter ended March 31, 2023
None .
ITEM 6 — EXHIBITS
3.1 Restated Certificate of Incorporation of Registrant filed with the Department of the State of New York on December 31, 2016.
Incorporated by reference to Exhibit 3.1 to Registrant's Current Report on Form 8-K dated December 23, 2016.
3.2 Amended and Restated By-Laws of Registrant as amended through December 31, 2016.
Incorporated by reference to Exhibit 3.2 to Registrant's Current Report on Form 8-K dated December 23, 2016.
10.6(a)(i) Form of Restricted Stock Unit Award Agreement 2023 under the 2021 PIP .
10.6(a)(ii) Form of Performance Stock Unit Award Agreement 202 3 (Revenue Growth) under the 2021 PIP .
10.6(a)(iii) Form of Performance Stock Unit Award Agreement 202 3 (rTSR) under the 2021 PIP .
31(a)
Certification of CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a).
31(b)
Certification of CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a).
32 Certification of CEO and CFO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase.
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase.
101.LAB Inline XBRL Taxonomy Extension Label Linkbase.
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase.
101.SCH Inline XBRL Taxonomy Extension Schema Linkbase.
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
CNDT Q1 2023 Form 10-Q
30
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.
CONDUENT INCORPORATED
(Registrant)
By: /S/ STEPHEN WOOD
Stephen Wood
Chief Financial Officer
(Principal Financial Officer)
Date: May 3, 2023
CNDT Q1 2023 Form 10-Q
31
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.