Item 2. Unregistered Sales of Equity Securities
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
During the fiscal quarter ended October 1, 2021, we acquired the following shares in settlement of the withholding obligations pertaining to vesting of our Performance Stock Awards:
Period Total number
of shares
(or units)
purchased (1)
Average price
paid per share
(or unit) (1)
Total number
of shares (or units)
purchased
as part of publicly
announced plans or
programs Maximum number
(or approximate dollar
value) of shares
(or units) that may yet be
purchased under the
plans or programs
July 3 - July 31 6,352 $ 70.72 N/A N/A
August 1 - August 31 — — N/A N/A
September 1 - October 1 — — N/A N/A
Total 6,352 $ 70.72 N/A N/A
(1) In connection with the vesting of Restricted Stock Awards (“RSAs”) of the Company granted to James A. Lico on July 5, 2016 and in accordance with the terms of the Company’s 2016 Stock Incentive Plan, the Company withheld 6,352 shares of the Company’s common stock based on the corresponding closing price to offset tax withholding obligations that arose upon vesting of the RSAs.
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ITEM 6. EXHIBITS
Exhibit
Number Description
3.1 Restated Certificate of Incorporation of Fortive Corporation (incorporated by reference to Exhibit 3. 1 to Fortive Corporation’s Quarterly Report on Form 10 - Q for the quarter ended July 2, 2021 , File No 1-37654).
3.2 Amended and Restated Bylaws of Fortive Corporation (incorporated by reference to Exhibit 3.2 to Fortive Corporation’s Current Report on Form 8-K filed on June 11, 2021, File No 1-37654).
3.3 Certificate of Elimination relating to 5.00% Mandatory Convertible Preferred Stock, Series A (incorporated by reference to Exhibit 3.1 to Fortive Corporation's Current Report on Form 8-K filed on July 6, 2021, File No 1-37654)
10.1 Description of Compensation Arrangements for Non-Management Directors*
31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1 Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2 Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS XBRL Instance Document (1) - the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.
101.SCH Inline XBRL Taxonomy Extension Schema Document (1)
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document (1)
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document (1)
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document (1)
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document (1)
104 The cover page from this Quarterly Report on Form 10-Q for the quarter ended October 1, 2021, formatted in Inline XBRL and contained in Exhibit 101
*Indicates management contract or compensatory plan, contract or arrangement
(1) Exhibit 101 to this report includes the following documents formatted in Inline XBRL (Extensible Business Reporting Language): (i) Consolidated Condensed Balance Sheets as of October 1, 2021 and December 31, 2020, (ii) Consolidated Condensed Statements of Earnings for the three and nine month periods ended October 1, 2021 and September 25, 2020, (iii) Consolidated Condensed Statements of Comprehensive Income for the three and nine month periods ended October 1, 2021 and September 25, 2020, (iv) Consolidated Condensed Statement of Changes in Equity for the three and nine month periods ended October 1, 2021 and September 25, 2020, (v) Consolidated Condensed Statements of Cash Flows for the nine month periods ended October 1, 2021 and September 25, 2020, and (vi) Notes to Consolidated Condensed Financial Statements.
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SIGNATURES
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.
FORTIVE CORPORATION:
Date: October 28, 2021 By: /s/ Charles E. McLaughlin
Charles E. McLaughlin
Senior Vice President and Chief Financial Officer
Date: October 28, 2021 By: /s/ Christopher M. Mulhall
Christopher M. Mulhall
Chief Accounting Officer
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.