EGAIN Corp 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds On November 14, 2022, our board of directors authorized a stock repurchase program under which we may purchase up to $20.0 million of our outstanding common stock. As of March 31, 2023, approximately $18.9 million 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 our discretion, 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 we might otherwise be precluded from doing so under 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. The stock repurchase program is effective immediately as of November 14, 2022, has a term of one year from adoption unless extended, 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. ​ The following table summarizes the stock repurchase activity for the three months ended of March 31, 2023, 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) January 1, 2023 to January 31, 2023 ​ - ​ $ - ​ - ​ $ 20,000 February 1, 2023 to February 28, 2023 ​ - ​ $ - ​ - ​ $ 20,000 March 1, 2023 to March 31, 2023 ​ 145,453 ​ $ 7.57 ​ 145,453 ​ $ 18,899 Total ​ 145,453 ​ ​ ​ ​ 145,453 ​ ​ ​ ​ ​ ​ ​ ​ 54 Table of Contents Item 6. Exhibits ​ ​ ​ ​ Exhibits No. Description of Exhibits ​ ​ ​ 31.1 ​ Rule 13a-15(e)/15d-15(e) Certification of Chief Executive Officer. ​ ​ ​ 31.2 ​ Rule 13a-15(e)/15d-15(e) Certification of Chief Financial Officer. ​ ​ ​ 32.1* ​ Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002 of Ashutosh Roy, Chief Executive Officer. ​ ​ ​ 32.2* ​ Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002 of Eric Smit, Chief Financial Officer. ​ ​ ​ 101 ​ Interactive Data Files Pursuant to Rule 405 of Regulation S-T: (i) Condensed Consolidated Balance Sheets as of March 31, 2023 and June 30, 2022, (ii) Condensed Consolidated Statements of Operations for the Three and Nine Months Ended March 31, 2023 and 2022, (iii) Condensed Consolidated Statements of Comprehensive (Loss) Income for the Three and Nine Months Ended March 31, 2023 and 2022, (iv) Condensed Consolidated Statements of Stockholders’ Equity for the Three and Nine Months Ended March 31, 2023 and 2022, (v) Condensed Consolidated Statements of Cash Flows for the Nine Months Ended March 31, 2023 and 2022 and (vi) Notes to Condensed Consolidated Financial Statements. ​ ​ ​ 101.INS ​ Inline XBRL Instance Document ​ ​ ​ 101.SCH ​ Inline XBRL Taxonomy Extension Schema Document ​ ​ ​ 101.CAL ​ Inline XBRL Taxonomy Extension Calculation Linkbase Document ​ ​ ​ 101.DEF ​ Inline XBRL Taxonomy Extension Definition Linkbase Document ​ ​ ​ 101.LAB ​ Inline XBRL Taxonomy Extension Label Linkbase Document ​ ​ ​ 101.PRE ​ Inline XBRL Taxonomy Extension Presentation Linkbase Document ​ ​ ​ 104 ​ Cover Page Interactive Data File (embedded within the Inline XBRL document). ​ * In accordance with Item 601(b)(32)(ii) of Regulation S-K and SEC Release No. 34-47986, the certifications furnished in Exhibits 32.1 and 32.2 hereto are deemed to accompany this Form 10-Q and will not be deemed “filed” for purposes of Section 18 of the Exchange Act or deemed to be incorporated by reference into any filing under the Exchange Act or the Securities Act except to the extent that the registrant specifically incorporates it by reference. ​ ​ 55 Table of Contents SIG NATURE ​ Pursuant to the requirements of the Securities Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. ​ ​ ​ ​ ​ Dated: May 11, 2023 eGain Corporation ​ ​ ​ ​ By ​ /s/ Eric N. Smit ​ ​ Eric N. Smit ​ ​ Chief Financial Officer ​ ​ (Principal Financial and Accounting Officer) ​ ​ ​ ​ 56