1 unchanged sentence
Recent Sales of Unregistered Securities
−Removed: DXP Enterprises, Inc.
−Removed: issued 36,549 unregistered shares of DXP Enterprises, Inc.’s common stock as part of the consideration for the September 1, 2022 acquisition of Sullivan.
−Removed: The unregistered shares were issued to the sellers of Sullivan.
−Removed: We relied on Section 4(a)(2) of the Securities Exchange Act as a basis for exemption from registration.
−Removed: All issuances were as a result of private negotiation, and not pursuant to public solicitation.
−Removed: In addition, we believe the shares were issued to “accredited investors” as defined by Rule 501 of the Securities Act.
+Added: The Company did not sell any unregistered securities during the three months ended March 31, 2023.
Issuer Purchases of Equity Securities
A summary of our purchases of DXP Enterprises, Inc.
−Removed: common stock during the third quarter of fiscal year 2022 is as
+Added: common stock during the first quarter of fiscal year 2023 is as
Total Number of Shares Purchased (1) Average Price Paid per Share
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Maximum Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (in thousands) (2)
−Removed: Jul 1 -Jul 31 — $ — — $ 46,632
−Removed: Aug 1 - Aug 31
+Added: Jan 1 -Jan 31 63,391 $ 27.97 63,391 $ 79,361
+Added: Feb 1 - Feb 28
14,088 28.99 13,247 78,978
−Removed: Sep 1 - Sep 30
+Added: Mar 1 -Mar 31
265,546 26.77 262,897 71,877
Total 343,025 $ 27.26 339,535 $ 71,877
−Removed: (1) There were 960 shares transferred from employees in satisfaction of minimum statutory tax withholding obligations upon the vesting of restricted stock during the three months ended September 30, 2022.
−Removed: (2) On May 12, 2021, the Company announced the Share Repurchase Program pursuant to which we may repurchase up to $85.0 million worth, or 1.5 million shares of the Company's outstanding common stock over the next 24 months.
−Removed: As of September 30, 2022, approximately $46.6 million or approximately 132 thousand shares remained available under the $85.0 million Share Repurchase Program.
+Added: (1) There were 3,490 shares transferred from employees in satisfaction of minimum statutory tax withholding obligations upon the vesting of restricted stock during the three months ended March 31, 2023.
+Added: (2) On December 15, 2022, the Company announced a new Share Repurchase Program pursuant to which it may repurchase up to $85.0 million worth, or 2.8 million shares, of the Company's outstanding common stock over the next 24 months.
+Added: As of March 31, 2023, approximately $71.9 million worth of, or approximately 2.3 million, shares remained available under the $85.0 million Share Repurchase Program.
DEFAULTS UPON SENIOR SECURITIES.
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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.