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Item 5. Market for Registrant’s Common Equity

2021-02-25 compared with 2020-02-27 · 16 added, 62 removed, 30 unchanged (72% of the section changed)

2 unchanged sentences

Our common stock trades on the New York Stock Exchange under the symbol “EME.”

The following table sets forth high and low sales prices for our common stock for the periods indicated as reported by the New York Stock Exchange:

First Quarter

Second Quarter

Third Quarter

Fourth Quarter

First Quarter

Second Quarter

Third Quarter

Fourth Quarter

As of February 21, 2020 , there were approximately 400 stockholders of record and, as of that date, we estimate there were 58,382 beneficial owners holding our common stock in nominee or “street” name.

As of February 19, 2021, there were approximately 450 stockholders of record.

We have paid quarterly dividends since October 25, 2011.

We expect that such quarterly dividends will be paid in the foreseeable future.

We expect that such quarterly dividends will be paid for the foreseeable future.

Prior to October 25, 2011, no cash dividends had been paid on the Company’s common stock.

We currently pay a regular quarterly dividend of $0.08 per share.

We paid a regular quarterly dividend of $0.08 per share throughout 2020.

In December 2020, our Board of Directors announced its intention to increase the regular quarterly dividend to $0.13 per share commencing with the dividend to be paid in the first quarter of 2021.

Our 2020 Credit Agreement places limitations on the payment of dividends on our common stock.

2 unchanged sentences

Financial Statements and Supplementary Data for further information regarding our 2020 Credit Agreement.

Securities Authorized for Issuance Under Equity Compensation Plans.

The following table summarizes, as of December 31, 2019, certain information regarding equity compensation plans that were approved by stockholders and equity compensation plans that were not approved by stockholders.

The information in the table and in the notes thereto has been adjusted for stock splits.

Equity Compensation Plan Information

Plan Category

Number of Securities to be Issued upon Exercise of Outstanding Options, Warrants and Rights

Weighted Average Exercise Price of Outstanding Options, Warrants and Rights

Number of Securities Remaining Available for Future Issuance under Equity Compensation Plans (Excluding Securities Reflected in Column A)

Equity Compensation Plans Approved by Security Holders

Equity Compensation Plans Not Approved by Security Holders

Included within this amount are 489,888 restricted stock units awarded to our non-employee directors and employees.

The weighted average exercise price would have been $24.48 had the weighted average exercise price calculation excluded such restricted stock units.

Represents shares of our common stock available for future issuance under our 2010 Incentive Plan (the "2010 Plan"), which may be issuable in respect of options and/or stock appreciation rights granted under the 2010 Plan and/or may also be issued pursuant to the award of restricted stock, unrestricted stock and/or awards that are valued in whole or in part by reference to, or are otherwise based on the fair market value of, our common stock.

Purchase of Equity Securities by the Issuer and Affiliated Purchasers

The following table summarizes repurchases of our common stock made by us during the quarter ended December 31, 2020:

Total Number of

Period Total Number of

Shares Purchased (1) (2)

Average Price

Paid Per Share

Total Number of

Paid Per Share Total Number of

Shares Purchased as Part

of Publicly Announced

Plans or Programs

Maximum Number

Plans or Programs Maximum Number

(or Approximate Dollar Value)

4 unchanged sentences

October 31, 2020

56,752 $64.30 56,752 $255,809,583

November 1, 2020 to

November 30, 2020

135,312 $72.83 135,312 $245,954,397

December 1, 2020 to

December 31, 2020

On September 26, 2011, our Board of Directors (the “Board”) authorized us to repurchase up to $100.0 million of our outstanding common stock.

Subsequently, the Board has from time to time increased the amount of our common stock that we may repurchase.

Since the inception of the repurchase program, the Board has authorized us to repurchase up to $950.0 million of our outstanding common stock.

— — — $245,954,397

Total 192,064 $70.31 192,064

(1) In September 2011, our Board of Directors (the “Board”) authorized a share repurchase program allowing us to begin repurchasing shares of our outstanding common stock.

Subsequently, the Board has from time to time increased the amount of our common stock that we may repurchase under such program.

Since the inception of the repurchase program, the Board has authorized us to repurchase up to $1.15 billion of our outstanding common stock.

As of December 31, 2020, there remained authorization for us to repurchase approximately $246.0 million of our shares.

No shares have been repurchased by us since the program was announced other than pursuant to such program.

The repurchase program has no expiration, does not obligate the Company to acquire any particular amount of common stock and may be suspended, recommenced or discontinued at any time or from time to time without prior notice.

The repurchase program has no expiration date, does not obligate the Company to acquire any particular amount of common stock, and may be suspended, recommenced, or discontinued at any time or from time to time without prior notice.

We may repurchase our shares from time to time to the extent permitted by securities laws and other legal requirements, including provisions in our credit agreement placing limitations on such repurchases.

1 unchanged sentence

SELECTED FINANCIAL DATA

The following selected financial data has been derived from our audited financial statements and should be read in conjunction with the consolidated financial statements, the related notes thereto and the report of our independent registered public accounting firm thereon included elsewhere in this and our previously filed annual reports on Form 10-K.

See Note 4 - Acquisitions of Businesses and Note 5 - Disposition of Assets of the notes to consolidated financial statements included in Item 8.

Financial Statements and Supplementary Data for a discussion regarding acquisitions and dispositions.

During the third quarter of 2014, we ceased construction operations in the United Kingdom.

The results of the construction operations of our United Kingdom segment for all periods are presented as discontinued operations.

Income Statement Data

(In thousands, except per share data)

Years Ended December 31,

Impairment loss on goodwill and identifiable intangible assets

Operating income

Net income attributable to EMCOR Group, Inc.

Basic earnings (loss) per common share:

From continuing operations

From discontinued operations

Diluted earnings (loss) per common share:

From continuing operations

From discontinued operations

Balance Sheet Data

(In thousands)

As of December 31,

Borrowings under revolving credit facility

Term loan, including current maturities

Other long-term debt, including current maturities

Finance lease liabilities, including current maturities

Since the inception of our common stock repurchase program in 2011 through December 31, 2019, we have repurchased approximately 15.9 million shares of our common stock for approximately $791.5 million.

We have paid quarterly dividends since October 25, 2011.

We currently pay a regular quarterly dividend of $0.08 per share, and we expect that quarterly dividends will be paid in the foreseeable future.

These transactions result in a reduction of our equity.

Not applicable.

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.

What changed 10-K

Item 5. Market for Registrant’s Common Equity