Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
The following table provides information with respect to purchases of common stock of the Company made during the three months ended June 30, 2024:
Period
Total Number of Shares Purchased (1)
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 (1)
April 1, 2024 through April 30, 2024
$ —
$ —
$ —
$ —
May 1, 2024 through May 31, 2024
145,638
10.25
145,638
3,501,000
June 1, 2024 through June 30, 2024
145,837
10.24
145,837
2,001,000
(1) On May 9, 2024, the Board of Directors of the Company authorized a stock repurchase program under which the Company may repurchase up to $5 million of its outstanding stock. Under the repurchase program, the Company may purchase shares of common stock on a discretionary basis from time to time through open market transactions through block trades, in privately negotiated transactions and pursuant to any trading plan that may be adopted by the Company’s management in accordance with Rule 10b5-1 of the Exchange Act, or otherwise. The timing and number of shares repurchased will depend on a variety of factors, including stock price, trading volume, and general business and market conditions. The repurchase program has no time limit, does not obligate the Company to acquire a specified number of shares and may be modified, suspended or discontinued at any time at the Company’s discretion. The repurchase plan will be funded using existing cash or future cash flow.
Item 6. Exhibits
The following exhibits are filed with this Report on Form 10-Q or are incorporated by reference
3.1
Amended and Restated Certificate of Formation of Geospace Technologies Corporation (incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015, filed May 8, 2015).
3.2
Amended and Restated Bylaws of Geospace Technologies Corporation (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K filed August 8, 2019).
31.1*
Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities and Exchange Act of 1934.
31.2*
Certification of the Chief Financial Officer pursuant Rule 13a-14(a) under the Securities and Exchange Act of 1934.
32.1**
Certification of the Chief Executive Officer pursuant 18 U.S.C. Section 1350.
32.2**
Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350.
101*
The following financial information from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2024, formatted in Inline Extensible Business Reporting Language (iXBRL): (i) the Consolidated Balance Sheets at June 30, 2024 and September 30, 2023 , (ii) the Consolidated Statements of Operations for the three and nine months ended June 30, 2024 and 2023, (iii) the Consolidated Statements of Comprehensive Income (Loss) for the three and nine months ended June 30, 2024 and 2023, (iv) the Consolidated Statements of Stockholders’ Equity for the three and nine months ended June 30, 2024 and 2023, (v) the Consolidated Statements of Cash Flows for the nine months ended June 30, 2024 and 2023 and (vi) Notes to Consolidated Financial Statements.
104*
The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2024 formatted in Inline XBRL and contained in Exhibit 101.
* Filed with this Quarterly Report on Form 10-Q
** Furnished with this Quarterly Report on Form 10-Q
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.
GEOSPACE TECHNOLOGIES CORPORATION
Date:
August 9, 2024
By:
/s/ Walter R. Wheeler
Walter R. Wheeler, President
and Chief Executive Officer
(duly authorized officer)
Date:
August 9, 2024
By:
/s/ Robert L. Curda
Robert L. Curda, Vice President,
Chief Financial Officer and Secretary
(principal financial officer)
21
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.