UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
−Removed: The following table summarizes repurchases of our common stock made by us during the quarter ended March 31, 2023:
+Added: The following table summarizes repurchases of our common stock made by us during the quarter ended June 30, 2023:
Period Total Number of
9 unchanged sentences
the Plans or Programs
−Removed: January 1, 2023 to
−Removed: January 31, 2023 — — — $389,799,870
−Removed: February 1, 2023 to
−Removed: February 28, 2023 — — — $389,799,870
−Removed: March 1, 2023 to
−Removed: March 31, 2023 103,218 155.76 103,218 $373,722,478
+Added: April 1, 2023 to
+Added: April 30, 2023 95,289 155.74 95,289 $358,737,310
+Added: May 1, 2023 to
+Added: May 31, 2023 452,756 164.35 452,756 $283,636,447
+Added: June 1, 2023 to
+Added: June 30, 2023 — — — $283,636,447
Total 548,045 162.86 548,045
2 unchanged sentences
Since the inception of the repurchase program, the Board has authorized us to repurchase up to $2.15 billion of our outstanding common stock.
−Removed: As of March 31, 2023, there remained authorization for us to repurchase approximately $373.7 million of our shares.
+Added: As of June 30, 2023, there remained authorization for us to repurchase approximately $283.6 million of our shares.
No shares have been repurchased by us since the program was announced other than pursuant to such program.
+Added: 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.
Refer to Note 10 - Common Stock of the notes to consolidated financial statements for further information regarding our share repurchase program.
(2) Excludes 332 shares surrendered to the Company by participants in our share-based compensation plans to satisfy minimum tax withholdings for common stock issued under such plans.
−Removed: (3) Price paid per share includes any applicable broker commission as well as an estimate of the excise tax due resulting from our net share repurchases during the period.
−Removed: Estimates of excise tax may be subject to change in subsequent reporting periods, particularly if the amount of our share issuances exceed our share repurchases, thereby reducing the estimated excise tax due for the annual period.
+Added: (3) Price paid per share excludes any applicable broker commission or excise tax due.
+Added: However, as such amounts are considered direct costs associated with the repurchase of our common stock, they have been reflected as a reduction in the remaining authorization under our share repurchase program.
MINE SAFETY DISCLOSURES.
Information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K (17 CFR 229.104) is included in Exhibit 95.1 to this quarterly report.
−Removed: EXHIBIT INDEX
−Removed: Description Incorporated By Reference to or
−Removed: Filed Herewith, as Indicated Below
−Removed: 3(a-1) Restated Certificate of Incorporation of EMCOR filed December 15, 1994 Exhibit 3(a-5) to EMCOR’s Registration Statement on Form 10 as originally filed March 17, 1995 (“Form 10”)
−Removed: 3(a-2) Amendment dated November 28, 1995 to the Restated Certificate of Incorporation of EMCOR Exhibit 3(a-2) to EMCOR’s Annual Report on Form 10-K for the year ended December 31, 1995 (“1995 Form 10-K”)
−Removed: 3(a-3) Amendment dated February 12, 1998 to the Restated Certificate of Incorporation of EMCOR Exhibit 3(a-3) to EMCOR’s Annual Report on Form 10-K for the year ended December 31, 1997 (“1997 Form 10-K”)
−Removed: 3(a-4) Amendment dated January 27, 2006 to the Restated Certificate of Incorporation of EMCOR Exhibit 3(a-4) to EMCOR’s Annual Report on Form 10-K for the year ended December 31, 2005 (“2005 Form 10-K”)
−Removed: 3(a-5) Amendment dated September 18, 2007 to the Restated Certificate of Incorporation of EMCOR Exhibit A to EMCOR’s Proxy Statement dated August 17, 2007 for Special Meeting of Stockholders held September 18, 2007
−Removed: 3(b) Second Amended and Restated By-Laws of EMCOR Exhibit 3.1 to EMCOR’s Report on Form 8-K (Date of Report October 25, 2022)
−Removed: 31.1 Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 by Anthony J.
−Removed: Guzzi, the Chairman, President and Chief Executive Officer Filed herewith
−Removed: 31.2 Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 by Mark A.
−Removed: Pompa, the Executive Vice President and Chief Financial Officer Filed herewith
−Removed: 32.1 Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 by the Chairman, President and Chief Executive Officer Furnished
−Removed: 32.2 Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 by the Executive Vice President and Chief Financial Officer Furnished
−Removed: 95.1 Information concerning mine safety violations or other regulatory matters Filed herewith
−Removed: 101 The following materials from EMCOR Group, Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, formatted in iXBRL (Inline eXtensible Business Reporting Language):
−Removed: (i) the Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Operations, (iii) the Condensed Consolidated Statements of Comprehensive Income, (iv) the Condensed Consolidated Statements of Cash Flows, (v) the Condensed Consolidated Statements of Equity and (vi) the Notes to Consolidated Financial Statements.
−Removed: 104 Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101) Filed
−Removed: Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
−Removed: April 27, 2023
−Removed: EMCOR GROUP, INC.
−Removed: /s/ ANTHONY J.
−Removed: Chairman, President and Chief Executive Officer
−Removed: (Principal Executive Officer)
−Removed: Executive Vice President and Chief Financial Officer
−Removed: (Principal Financial Officer)
−Removed: Senior Vice President and Chief Accounting Officer
−Removed: (Principal Accounting Officer)
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.