3 unchanged sentences
Issuer Purchases of Equity Securities
−Removed: The following table sets forth information with respect to shares of common stock repurchased by the Company:
−Removed: Total Number of Shares Purchased
−Removed: Average Price Paid per Share
−Removed: Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)
−Removed: Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (in millions) (1)
−Removed: January 1 - January 31, 2020 (2)
−Removed: February 1 - February 29, 2020
−Removed: March 1 - March 31, 2020
−Removed: (1) In February 2020, the Board of Directors authorized an increase of the previously authorized repurchase amount that was remaining under the program to $100.0 million.
−Removed: During the three months ended March 31, 2020, 597,764 shares were repurchased at an average price of $81.83 per share, for a total of $48.9 million .
−Removed: Future repurchases are subject to the discretion of our Board of Directors after considering our results of operations, financial condition, cash flows, capital requirements, existing debt covenants, outlook for our business, general business conditions and other factors.
−Removed: As of March 31, 2020, we had remaining authorization to repurchase $77.0 million in shares of our common stock under the repurchase program.
−Removed: (2) Represents shares that were repurchased under the Rule 10b5-1 repurchase plan effective from January 2, 2020 to February 3, 2020.
−Removed: On April 7, 2020, due to the adverse impacts of the COVID-19 pandemic on our business activities, as discussed in Item 2 “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” the existing share repurchase program was canceled by the Board of Directors.
+Added: Our Board of Directors from time to time, authorizes the repurchase of shares of our common stock up to a certain monetary limit.
+Added: On April 7, 2020, we canceled our most recently authorized share repurchase program in light of the COVID-19 pandemic.
+Added: Future stock repurchase programs are subject to the business judgment of our Board of Directors, taking into consideration our historical and projected results of operations, financial condition, cash flows, capital requirements, covenant compliance, current economic environment and other factors considered relevant.
The exhibits required to be filed or furnished by Item 601 of Regulation S-K are listed below.
6 unchanged sentences
001-13461) filed April 6, 2017)
−Removed: List of Subsidiary Guarantors
+Added: Incentive, Compensation, Confidentiality, Non-Disclosure and Non-Compete Agreement dated June 6, 2011, between Group 1 Automotive, Inc.
+Added: and Darryl Kenningham
+Added: Transition and Separation Agreement, effective June 1, 2020, between Group 1 Automotive, Inc.
+Added: Offer Letter, dated June 1, 2020, between Group 1 Automotive, Inc.
+Added: and Daniel McHenry
+Added: List of Subsidiary Guarantors (incorporated by reference to Exhibit 22 of Group 1 Automotive, Inc.’s Quarterly Report on Form 10-Q (File No.
+Added: 001-13461) filed May 8, 2020)
Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
12 unchanged sentences
Group 1 Automotive, Inc.
+Added: August 3, 2020
Senior Vice President and Chief Financial Officer
2 unchanged sentences
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.