EGAIN Corp 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds On November 14, 2022, eGain’s Board of Directors authorized a stock repurchase program under which the Company may purchase up to $20 million of its own outstanding common stock. On May 24, 2024, the Board of Directors approved a $20 million increase in its stock repurchase program, bringing the aggregate amount eGain may purchase thereunder from $20 million to $40 million of its outstanding common stock. On September 3, 2025, the Board of Directors approved an additional $20 million increase in its stock repurchase program, bringing the aggregate amount eGain may purchase thereunder from $40 million to $60 million of its outstanding common stock. As of September 30, 2025, approximately $19.7 million, including associated trading fees and estimated taxes, remained available for stock repurchases pursuant to our stock repurchase program. ​ Under the stock repurchase program, we may purchase shares of common stock on a discretionary basis from time to time through open market transactions or privately negotiated transactions at prices deemed appropriate by us. In addition, at the discretion of eGain, open market repurchase of common stock may also be made under a Rule 10b5-1 plan, which would permit common stock to be repurchased when the Company might otherwise be precluded from doing so under its insider trading laws or self-imposed trading restrictions. ​ The timing and number of shares repurchased will be determined based on an evaluation of market conditions and other factors, including stock price, trading volume, general business and market conditions, and the availability of capital. On September 3, 2025, the Board of Directors also approved to extend the stock repurchase program until the earlier of (i) the date the aggregate amount of shares that can be repurchased under the stock repurchase program have been repurchased and (ii) the date the Board of Directors decides to terminate the stock repurchase program. The stock repurchase program does not obligate us to acquire a specified number of shares and may be modified, suspended, or discontinued at any time at our discretion without notice. The stock repurchase program will be funded using existing cash or future cash flows. We intend to reissue repurchased shares at a later date and therefore carry the shares as treasury stock, at cost. ​ The following table summarizes the stock repurchase activity for the three months ended September 30, 2025, and the approximate dollar value of shares that may yet be purchased pursuant to our stock repurchase program: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Period ​ Total Number of Shares Purchased ​ Average Price Paid per Share ​ Total Number of Shares Purchased as Part of Publicly Announced Program ​ Approximate Dollar Value of Shares That May Yet Be Purchased Under the Program (in thousands) July 1, 2025 to July 31, 2025 ​ 102,680 ​ $ 6.54 ​ 102,680 ​ $ 516 August 1, 2025 to August 31, 2025 ​ 98,099 ​ $ 6.17 ​ 98,099 ​ $ (89) September 1, 2025 to September 30, 2025 ​ 29,955 ​ $ 6.50 ​ 29,955 ​ $ 19,717 Total ​ 230,734 ​ ​ ​ ​ 230,734 ​ ​ ​ ​ ​