Civeo Corp 10-Q

ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds The following table provides information about purchases of our common shares during the three months ended September 30, 2022. Total Number of Shares Purchased Average Price Paid per Share Total number of shares purchased as part of publicly announced plans or programs Maximum number of shares that may yet be purchased under the plans or programs July 1, 2022 - July 31, 2022 — — — 475,724 August 1, 2022 - August 31, 2022 475,724 (1) (3) $ 28.72 100,971 374,753 September 1, 2022 - September 30, 2022 — — — 685,614 (2) Total 475,724 $ 28.72 100,971 685,614 (1) In August 2021, our Board authorized a common share repurchase program (the 2021 Share Repurchase Program) to repurchase up to 5.0% of our total common shares which are issued and outstanding, or 715,814 common shares, over a twelve month period. We repurchased an aggregate of 100,971 of our common shares outstanding for approximately $3.0 million during the three months ended September 30, 2022 under the 2021 Share Repurchase Program. (2) In August 2022, our Board authorized a new common share repurchase program (the 2022 Share Repurchase Program and, together with the 2021 Share Repurchase Program, the "Share Repurchase Programs") to repurchase up to 5.0% of our total common shares which are issued and outstanding, or 685,614 common shares, over a twelve month period. We have not repurchased any shares under the 2022 Share Repurchase Program as of September 30, 2022. (3) In addition to the Share Repurchase Programs, we repurchased 374,753 common shares from a shareholder for approximately $10.7 million during the three months ended September 30, 2022. 38 ITEM 6. Exhibits (a) INDEX OF EXHIBITS Exhibit No. Description 10.1* Retention Commitment Agreement, dated as of July 26, 2022, between Civeo Corporation and Allan D. Schoening (incorporated herein by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No. 001-36246) filed on August 1, 2022). 31.1* — Certification of Chief Executive Officer of Civeo Corporation pursuant to Rules 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934. 31.2* — Certification of Chief Financial Officer of Civeo Corporation pursuant to Rules 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934. 32.1** — Certification of Chief Executive Officer of Civeo Corporation pursuant to Rules 13a-14(b) or 15d-14(b) under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350. 32.2** — Certification of Chief Financial Officer of Civeo Corporation pursuant to Rules 13a-14(b) or 15d-14(b) under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350. 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.SCH* — Inline XBRL Taxonomy Extension Schema Document 101.CAL* — Inline XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF* — Inline Taxonomy Extension Definition Linkbase Document 101.LAB* — Inline XBRL Taxonomy Extension Label Linkbase Document 101.PRE* — Inline XBRL Taxonomy Extension Presentation Linkbase Document 104 — Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) --------- * Filed herewith. ** Furnished herewith. PLEASE NOTE: Pursuant to the rules and regulations of the Securities and Exchange Commission, we have filed or incorporated by reference the agreements referenced above as exhibits to this Quarterly Report on Form 10-Q. The agreements have been filed to provide investors with information regarding their respective terms. The agreements are not intended to provide any other factual information about Civeo or its business or operations. In particular, the assertions embodied in any representations, warranties and covenants contained in the agreements may be subject to qualifications with respect to knowledge and materiality different from those applicable to investors and may be qualified by information in confidential disclosure schedules not included with the exhibits. These disclosure schedules may contain information that modifies, qualifies and creates exceptions to the representations, warranties and covenants set forth in the agreements. Moreover, certain representations, warranties and covenants in the agreements may have been used for the purpose of allocating risk between the parties, rather than establishing matters as facts. In addition, information concerning the subject matter of the representations, warranties and covenants may have changed after the date of the respective agreement, which subsequent information may or may not be fully reflected in our public disclosures. Accordingly, investors should not rely on the representations, warranties and covenants in the agreements as characterizations of the actual state of facts about Civeo or its business or operations on the date hereof. 39 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. CIVEO CORPORATION Date: October 28, 2022 By /s/ Carolyn J. Stone Carolyn J. Stone Senior Vice President, Chief Financial Officer and Treasurer (Duly Authorized Officer and Principal Financial Officer) 40