FS KKR Capital Corp 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. In November 2020, the Company’s board of directors authorized a stock repurchase program, which went into effect in September 2021 following the consummation of the 2021 Merger, or the September 2021 Share Repurchase Program. Under the September 2021 Share Repurchase Program, the Company is permitted to repurchase up to $100 in the aggregate of its outstanding common stock in the open market at prices below the then-current net asset value per share. The timing, manner, price and amount of any share repurchases was determined by the Company based upon the evaluation of economic and market conditions, the Company’s stock price, applicable legal and regulatory requirements and other factors. The September 2021 Share Repurchase Program is expected to be in effect for one year from the effective date, unless extended, or until the aggregate repurchase amount that has been approved by the Company’s board of directors has been expended, or the plan otherwise terminates pursuant to its terms. The September 2021 Share Repurchase Program does not require the Company to repurchase any specific number of shares and the Company cannot assure stockholders that any shares will be repurchased under the program. The September 2021 Share Repurchase Program may be suspended, extended, modified or discontinued at any time. During the nine months ended September 30, 2021, the Company repurchased 53,374 shares of common stock pursuant to the September 2021 Share Repurchase Program at an average price per share (inclusive of commissions paid) of $22.32 (totaling $1). During the period from October 1, 2021 to October 31, 2021, the Company repurchased 92,410 shares of common stock pursuant to the September 2021 Share Repurchase Program at an average price per share (inclusive of commissions paid) of $22.65 (totaling $2). As previously disclosed, certain affiliates of the owners of the Advisor committed $100 to a $350 investment vehicle, or the Affiliated Purchaser, that may invest from time to time in shares of the Company. In September 2021, that investment vehicle entered into a written trading plan with a third party broker in accordance with Rule 10b5-1 and Rule 10b-18 promulgated under the Exchange Act, or the Affiliated Purchaser Program, to facilitate the purchase of shares of our common stock pursuant to the terms and conditions of such plan. The Affiliated Purchaser Program provides for the purchase of up to $100 worth of shares of our common stock, subject to the limitations provided therein. During the nine months ended September 30, 2021, the Affiliated Purchaser Program purchased 535,700 shares of common stock at an average price per share (inclusive of commissions paid) of $22.32 (totaling $12). During the period from October 1, 2021 to October 31, 2021, the Affiliated Purchaser Program purchased 680,819 shares of common stock at an average price per share (inclusive of commissions paid) of $22.47 (totaling $15). The table below provides information concerning purchases of our shares of common stock by or on behalf of the Company or any “affiliated purchaser,” as defined by Rule 10b-18(a)(3) promulgated under the Exchange Act during the quarterly period ended September 30, 2021. Dollar amounts in the table below and the related notes are presented in millions, except for share and per share amounts. 103 Table of Contents Period Total Number of Shares Purchased Average Price Paid per Share (1) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2) Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs July 1, 2021 through July 31, 2021 — $ — — $ — August 1, 2021 through August 31, 2021 — — — — September 1, 2021 through September 30, 2021 589,074 22.32 589,074 $ 187 589,074 $ 22.32 589,074 (1) Amount includes commissions paid. (2) Includes amounts pursuant to the September 2021 Share Repurchase Program and the Affiliated Purchaser Program. Item 3. Defaults upon Senior Securities. Not applicable. Item 4. Mine Safety Disclosures. Not applicable.