4 unchanged sentences
Shares repurchased are held as treasury stock.
−Removed: Our share repurchase activity for the three months ended June 30, 2024 was as follows:
+Added: Our share repurchase activity for the three months ended September 30, 2024 was as follows:
Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Dollar Value of Shares that May Yet be Purchased Under the Plans or Programs (a)
−Removed: April 1, 2024 - April 30, 2024
−Removed: 273,620 $ 54.80 273,620 $ —
−Removed: May 1, 2024 - May 31, 2024
+Added: July 1, 2024 - July 31, 2024
+Added: August 1, 2024 - August 31, 2024
256,953 $ 50.64 256,953 —
−Removed: June 1, 2024 - June 30, 2024
+Added: September 1, 2024 - September 30, 2024
578,366 $ 50.05 578,366 —
Total 835,319 $ 50.23 835,319 $ —
−Removed: (a) The total value of shares that may yet be purchased under the Share Repurchase Program totaled $656 million as of June 30, 2024.
+Added: (a) The total value of shares that may yet be purchased under the Share Repurchase Program totaled $614 million as of September 30, 2024.
Item 5 Other Disclosures
Rule 10b5-1 Trading Arrangements
−Removed: On June 6 2024 , Francisco J.
−Removed: Leon , our Chief Executive Officer and President , entered into a 10b5-1 trading arrangement intended to satisfy the affirmative defense conditions of Rule 10b5-1 (c).
−Removed: The trading arrangement will be in effect from September 5, 2024 to February 28, 2025 .
+Added: On September 12, 2024 , Omar Hayat , our Executive Vice President of Operations, entered into a 10b5-1 trading arrangement intended to satisfy the affirmative defense conditions of Rule 10b5-1 (c).
+Added: The trading arrangement will be in effect from December 12, 2024 to March 12, 2025 .
An aggregate of up to 16,016 shares may be sold pursuant to this trading arrangement.
−Removed: On June 13, 2024 , Noelle M.
−Removed: Repetti , our Senior Vice President and Controller , entered into a 10b5-1 trading arrangement intended to satisfy the affirmative defense conditions of Rule 10b5-1 (c).
−Removed: The trading arrangement will be in effect from September 12, 2024 to February 28, 2025 .
+Added: On September 12, 2024 , Michael L.
+Added: Preston , our Executive Vice President , Chief Strategy Officer and General Counsel entered into a 10b5-1 trading arrangement intended to satisfy the affirmative defense conditions of Rule 10b5-1 (c).
+Added: The trading arrangement will be in effect from December 12, 2024 to January 9, 2025 .
An aggregate of up to 83,000 shares may be sold pursuant to this trading arrangement.
−Removed: During the three months ended June 30, 2024, no other directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K.
+Added: During the three months ended September 30, 2024, no other directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K.
Item 6 Exhibits
6 unchanged sentences
4.3 Supplemental Indenture to the 2029 Indenture, dated as of July 1, 2024, by and among Aera Energy LLC, a California limited liability company, Aera Energy Services Company, a Delaware corporation, Aera Federal LLC, a Delaware limited liability company, Belridge Farms & Packing LLC, a California limited liability company, Green Gate San Ardo LLC, a Delaware limited liability company, Terrain Technology Inc., a California corporation, Green Gate Intermediate LLC, a Delaware limited liability company, Green Gate Resources E LLC, a Delaware limited liability company, Green Gate Resources S LLC, a Delaware limited liability company, Green Gate Resources Holdings LLC, a Delaware limited liability company, Green Gate Resources Parent LLC, a Delaware limited liability company, Petra Merger Sub S, LLC, a Delaware limited liability company, the other guarantors party thereto, CRC and Wilmington Trust, National Association, as trustee (filed as Exhibit 10.7 to the Registrant’s Current Report on Form 8-K filed on July 1, 2024 and incorporated herein by reference).
+Added: 4.4 Second Supplemental Indenture to the 2029 Indenture, dated as of August 22, 2024, by and among the guarantors party thereto, CRC and Wilmington Trust, National Association, as Trustee (filed as Exhibit 4.3 to the Registrant’s Current Report on Form 8-K filed on August 22, 2024 and incorporated herein by reference).
10.1 Agreement and Plan of Merger, dated February 7, 2024, among California Resources Corporation and Petra Merger Sub I, LLC, Petra Merger Sub C, LLC, Petra Merger Sub O, LLC, Petra Merger Sub O2, LLC, Petra Merger Sub O3, LLC, each a Delaware limited liability company and a wholly-owned direct subsidiary of the Company, Petra Merger Sub S, LLC, a Delaware limited liability company and a wholly-owned direct subsidiary of the Company, IKAV Impact USA Inc., a Delaware corporation, CPPIB Vedder US Holdings LLC, a Delaware limited liability company, Opps Xb Aera E CTB, LLC, a Delaware limited liability company, Opps XI Aera E CTB, LLC, a Delaware limited liability company, Green Gate COI, LLC, a Delaware limited liability company and solely for purposes of the Member Provisions (as defined in the Merger Agreement), IKAV Impact S.a.r.l., a Luxembourg corporation, Simlog Inc., a Delaware corporation, and IKAV Energy Inc., a Delaware corporation, CPP Investment Board Private Holdings (6), Inc., a Canadian corporation, OCM Opps Xb AIF Holdings (Delaware), L.P., a Delaware limited partnership, Oaktree Huntington Investment Fund II AIF (Delaware), L.P.
2 unchanged sentences
10.2 Fourth Amendment to Amended and Restated Credit Agreement, dated as of July 1, 2024, by and among CRC, the guarantors party thereto, the banks, financial institution and other lending institutions from time to time parties as lenders thereto, and Citibank, N.A., as administrative agent and collateral agent (filed as Exhibit 10.5 to Registrant's Current Report on Form 8-K filed on June 28, 2024 and incorporated herein by reference).
+Added: Fifth Amendment to Amended and Restated Credit Agreement, dated as of November 1, 2024, by and among CRC, the guarantors party thereto, the banks, financial institution and other lending institutions from time to time parties as lenders thereto, and Citibank, N.A., as administrative agent and collateral agent.
10.4 Registration Rights Agreement, by and between CRC and the Sellers, dated as of July 1, 2024 (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on July 1, 2024 and incorporated herein by reference).
1 unchanged sentence
10.6 Stockholder Agreement, by and between CRC and CPP Seller, dated as of July 1, 2024 (filed as Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed on July 1, 2024 and incorporated herein by reference).
−Removed: 2024 Form of California Resources Corporation 2021 Long Term Incentive Plan Restricted Stock Unit for Non- Employee Directors Grant Agreement.
31.1* Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
12 unchanged sentences
CALIFORNIA RESOURCES CORPORATION
−Removed: August 7, 2024 /s/ Noelle M.
+Added: November 6, 2024 /s/ Noelle M.
Senior Vice President and Controller
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.