Item 2. Unregistered Sales of Equity Securities
Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Share Repurchases
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. 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. On June 23, 2025, the Board approved an additional $10.0 million increase from $50.0 million to $60.0 million.
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. 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.
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. As of August 2, 2025, $9.2 million of the $60.0 million authorized amount remained available for repurchase under the Repurchase Program.
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)
April 27, 2025 - May 31, 2025 — — — $ 9,880,485
June 1, 2025 - June 28, 2025 — — — $ 19,880,485
June 29, 2025 - August 2, 2025 648,190 $ 16.43 648,190 $ 9,229,017
Total 648,190 648,190
(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.
Our ability to repurchase our shares could be affected by the limitations imposed by our Credit Facility, as further described in “Note 7. Financing Agreements” and “Note 13. Subsequent Events” of the Notes to our Condensed
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Table of Contents
Consolidated Financial Statements included in this Quarterly Report on Form 10-Q and “Item 5. Other Information” of Part II of this Quarterly Report on Form 10-Q.
Item 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable.
Item 4. MINE SAFETY DISCLOSURES
Not applicable.
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.