−Removed: Market for Registrant’s Common
−Removed: Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
−Removed: Common Stock is currently traded on The Nasdaq Capital Market under the trading symbol “DCGO.”
−Removed: of March 14, 2023, there were 103 holders of record of our Common Stock.
−Removed: We have not declared or paid any cash dividends on our Common Stock
−Removed: to date, and we do not currently intend to pay cash dividends in the foreseeable future.
−Removed: The payment of cash dividends in the future will
−Removed: depend on a number of factors, including our future revenues and earnings, if any, capital requirements and general financial condition.
+Added: Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
+Added: Market Information
+Added: Our Common Stock is currently traded on Nasdaq under the trading symbol “DCGO.”
+Added: Holders of Record
+Added: As of February 26, 2024, there were 64 holders of record of our Common Stock.
+Added: Because many of our shares of Common Stock are held by brokers and other institutions on behalf of stockholders, we are unable to estimate the total number of stockholders represented by these record holders.
+Added: Dividend Policy
+Added: We have not declared or paid any cash dividends on our Common Stock to date, and we do not currently intend to pay cash dividends in the foreseeable future.
+Added: The payment of cash dividends in the future will depend on a number of factors, including our future revenues and earnings, if any, capital requirements and general financial condition.
Any future determination relating to our dividend policy will be made at the discretion of our Board.
−Removed: Our ability to declare dividends
−Removed: may be limited by restrictive covenants we may agree to in connection with our indebtedness.
+Added: Our ability to declare dividends may be limited by restrictive covenants we may agree to in connection with our indebtedness.
Recent Sales of Unregistered Securities
+Added: Performance Graph
+Added: This performance graph shall not be deemed "soliciting material" or to be "filed" with the SEC for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference to such filing.
+Added: The following performance graph shows the cumulative total return on our Common Stock as compared to the Russell 2000 Index, S&P 500 Index and S&P 500 Health Care Sector Index from November 8, 2021 (the day our Common Stock began trading as DocGo Inc.
+Added: following the Business Combination) through December 29, 2023 (the last trading day at year end).
+Added: The graph assumes an investment of $100 on November 8, 2021 and reinvestment of dividends, as applicable.
+Added: The graph is based on historical data and is not intended to be a forecast or indication of future performance of our Common Stock.
Repurchases of Equity Securities
−Removed: On May 24, 2022, our Board
−Removed: approved a share repurchase program to purchase up to $40 million of our Common Stock (the “Program”).
−Removed: The Program does not
−Removed: obligate us to acquire any specific number of shares and will expire on November 24, 2023, and the Program may be suspended, extended,
−Removed: modified or discontinued at any time.
−Removed: Under the Program, repurchases can be made using a variety of methods, which may include open market
−Removed: purchases, block trades, privately negotiated transactions and/or a non-discretionary trading plan, all in compliance with the rules of
−Removed: the SEC and other applicable legal requirements.
−Removed: The timing, manner, price and amount of any common stock repurchases under the Program
−Removed: are determined by us in our discretion and depend on a variety of factors, including legal requirements, price and economic and market
−Removed: During the twelve months ended December 31, 2022, the Company repurchased 536,839 shares.
−Removed: As of December 31, 2022, approximately
−Removed: $36.2 million remained available for share repurchases pursuant to the Program.
−Removed: Total Number of Shares
−Removed: Purchased as Part of
−Removed: Publicly Announced
−Removed: Plans or Programs
−Removed: Dollar Value of
−Removed: Shares That May
−Removed: Yet Be Purchased
−Removed: Under the Plans
−Removed: October 1 through 31, 2022
−Removed: November 1 through 30, 2022
−Removed: December 1 through 31, 2022
+Added: There were no repurchases made during the year ended December 31, 2023.
+Added: Subsequent to the end of fiscal 2023, on January 30, 2024, the Board approved a share repurchase program to purchase up to $36 million of the Common Stock (the “Repurchase Program”).
+Added: The Repurchase Program does not obligate DocGo to acquire any specific number of shares and will expire on July 30, 2024, and the Repurchase Program may be suspended, extended, modified or discontinued at any time.
+Added: Under the terms of the Repurchase Program, DocGo may purchase shares of Common Stock on a discretionary basis from time to time through open market repurchases or privately negotiated transactions or through other means, including by entering into Rule 10b5-1 trading plans or accelerated share repurchase programs, in each case, during an “open window” and when DocGo does not possess material non-public information.
+Added: The timing, manner, price and amount of any common stock repurchases under the Repurchase Program are determined by DocGo in its discretion and depend on a variety of factors, including stock price, trading volume, market conditions, corporate and regulatory requirements and other general business considerations.
+Added: Repurchases under the Repurchase Program may be funded from the Company’s existing cash and cash equivalents, future cash flow or proceeds of borrowings or debt offerings.
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.