UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
−Removed: (a) Unregistered Sales of Equity Securities
−Removed: On November 11, 2024, the Company issued notice to the Holder that the Company would force the conversion of $7,000 of the principal balance and accrued interest of the Convertible Note on December 3, 2024 at the conversion price of $6.31 per share (the "Conversion Price") into 1,109 shares of the Company's common stock (the "December Conversion").
−Removed: On December 11, 2024, the Company issued notice to the Holder that the Company would force the conversion of $7,000 of the principal balance and accrued interest of the Convertible Note on January 3, 2025 at the Conversion Price into 1,109 shares of the Company's common stock (the "January Conversion").
−Removed: On January 27, 2025, in accordance with the terms of the Convertible Note, the Company settled $14,000 of the principal balance and accrued interest of the Convertible Note in exchange for the issuance of 2,218 shares of the Company's common stock (based on the Conversion Price).
−Removed: On January 10, 2025, the Company issued notice to the Holder that the Company would force the conversion of $7,000 of the principal balance and accrued interest of the Convertible Note on February 3, 2025 at the conversion price of $6.31 per share into 1,109 shares of the Company's common stock (the "February Conversion").
−Removed: On February 3, 2025, in accordance with the terms of the Convertible Note, the Company settled the February Conversion.
−Removed: The shares of common stock that were issued upon conversion of the Convertible Note in the third fiscal quarter ended January 25, 2025 were offered and sold in transactions exempt from registration under the Securities Act in reliance on Section 4(a)(2) or Section 3(a)(9) of the Securities Act and Regulation D under the Securities Act.
−Removed: For more information about the December Conversion and the January Conversion, please refer to "Note 7.
−Removed: Financing Agreements" and “Note 13.
−Removed: Subsequent Events” of the Notes to our Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q.
−Removed: (b) Share Repurchases
−Removed: The following table provides information about share repurchases of common stock during the third quarter of fiscal 2025, there were no share repurchases during the first two quarters of fiscal 2025.
+Added: Share Repurchases
+Added: On June 17, 2016, our Board of Directors (the “Board”) authorized a share repurchase program (the “Repurchase Program”) under which the Company may repurchase up to $40.0 million of its outstanding common stock.
+Added: On March 4, 2025, the Board approved a $10.0 million increase in the limit under the Repurchase Program from $40.0 million to $50.0 million.
+Added: On June 23, 2025, the Board approved an additional $10.0 million increase from $50.0 million to $60.0 million.
+Added: Repurchases under the Repurchase Program may be made from time to time in open market transactions or privately negotiated transactions, subject to business and market conditions, applicable legal requirements, and other relevant factors.
+Added: The Repurchase Program does not obligate the Company to repurchase any specific number of shares, may be suspended or terminated at any time at the discretion of the Board, and has no fixed expiration date.
+Added: During the three months ended August 2, 2025, the Company repurchased 0.6 million shares of common stock at a total cost of $10.7 million.
+Added: As of August 2, 2025, $9.2 million of the $60.0 million authorized amount remained available for repurchase under the Repurchase Program.
+Added: The following table summarizes the Company’s repurchases of common stock during the first quarter of fiscal 2026.
Period Total number of shares purchased Average price paid per share (including fees) Total number of shares purchased as part of publicly announced plans or programs Approximate dollar value of shares that may yet be purchased under the plans or programs (1)
−Removed: October 27, 2024 - November 23, 2024 — — — $ 29,354,956
−Removed: November 24, 2024 - December 21, 2024 232,560 $ 17.65 232,560 $ 25,249,307
−Removed: December 22, 2024 - January 25, 2025 303,137 $ 16.20 303,137 $ 20,338,904
+Added: April 27, 2025 - May 31, 2025 — — — $ 9,880,485
+Added: June 1, 2025 - June 28, 2025 — — — $ 19,880,485
+Added: June 29, 2025 - August 2, 2025 648,190 $ 16.43 648,190 $ 9,229,017
Total 648,190 648,190
−Removed: (1) The share repurchases described in the above table were made pursuant to the $40.0 million share repurchase program authorized by the Company's Board of Directors (the "Board" or "Board of Directors") on June 17, 2016 (the "Repurchase Program").
−Removed: On April 1, 2020, the Board of Directors voted to suspend repurchases under the Repurchase Program.
−Removed: On December 2, 2021, the Board of Directors reinstated the Repurchase Program.
−Removed: The Repurchase Program has no fixed expiration date.
+Added: (1) The share repurchases described in the above table were made pursuant to the Repurchase Program authorized by the Board on June 17, 2016, as amended by the Board on March 4, 2025 and June 23, 2025.
+Added: Our ability to repurchase our shares could be affected by the limitations imposed by our Credit Facility, as further described in “Note 7.
+Added: Financing Agreements” and “Note 13.
+Added: Subsequent Events” of the Notes to our Condensed
+Added: Consolidated Financial Statements included in this Quarterly Report on Form 10-Q and “Item 5.
+Added: Other Information” of Part II of this Quarterly Report on Form 10-Q.
DEFAULTS UPON SENIOR SECURITIES
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