Item 2. Unregistered Sales of Equity Securities
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
Recent Sales of Unregistered Securities
DXP Enterprises, Inc. issued 20,793 unregistered shares of DXP Enterprises, Inc.’s common stock as part of the consideration for the September 20, 2021 acquisition of Premier. The unregistered shares were issued to the sellers of Premier.
DXP Enterprises, Inc. issued 61,177 unregistered shares of DXP Enterprises, Inc.’s common stock as part of the consideration for the July 1, 2021 acquisition of PMI. The unregistered shares were issued to the sole seller of PMI.
We relied on Section 4(a)(2) of the Securities Exchange Act as a basis for exemption from registration. All issuances were as a result of private negotiation, and not pursuant to public solicitation. In addition, we believe the shares were issued to “accredited investors” as defined by Rule 501 of the Securities Act.
Issuer Purchases of Equity Securities
A summary of our purchases of DXP Enterprises, Inc. common stock during the third quarter of fiscal year 2021 is as
follows:
Total Number of Shares Purchased (1) Average Price Paid per Share
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2)
Maximum Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (in thousands) (2)
Jul 1 - Jul 31 808 $ 31.37 — $ 55,826
Aug 1 - Aug 31
— — — 55,826
Sep 1 - Sep 30
960 27.97 — 55,826
Total 1,768 $ 29.52 — $ 55,826
(1) There were 1,768 shares transferred from employees in satisfaction of minimum statutory tax withholding obligations upon the vesting of restricted stock during three months ended September 30, 2021.
(2) On May 12, 2021, the Company announced the Share Repurchase Program pursuant to which we may repurchase up to $85.0 million or 1.5 million shares of the Company's outstanding common stock over the next 24 months. As of September 30, 2021, $55.8 million remained available under the $85.0 million Share Repurchase Program.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None
ITEM 4. MINE SAFETY DISCLOSURES.
None.
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