Item 5. Market for Registrant’s Common Equity
Item 5. Market for Registrant’s Common Equi ty, Related Stockholder Matters and Issuer Purchases of Equity Securities
The following table sets forth the high and low closing sales price of our common stock, as reported on The Nasdaq Stock Market LLC under the symbol “III” for the periods shown:
Common Stock
Quarter Ending
High
Low
March 31, 2022
$
7.78
$
6.20
June 30, 2022
6.96
5.52
September 30, 2022
7.66
4.72
December 31, 2022
5.75
4.26
Common Stock
Quarter Ending
High
Low
March 31, 2021
$
4.51
$
3.28
June 30, 2021
6.06
4.30
September 30, 2021
8.20
5.57
December 31, 2021
9.56
7.14
On March 2, 2023, the last reported sale price for our common stock on The Nasdaq Stock Market was $5.33 per share.
As of December 31, 2022, there were 637 holders of record of ISG common stock. The actual number of stockholders is significantly greater than this number of record holders and includes stockholders who are beneficial owners, but whose shares are held in street name by brokers and other nominees. This number of holders of record also does not include stockholders whose shares may be held in trust by other entities.
Dividends to Shareholders
In May 2022, the ISG Board of Directors approved quarterly dividends of $0.04 per share of ISG common stock. The Company expects to pay a total cash dividend of $0.16 per share for the four quarters ending March 2023. These dividends are funded through cash flow from operations, available cash on hand and/or borrowings under our revolving credit facility. We anticipate to continue paying regular quarterly dividends on our common stock for the foreseeable future, the declaration, timing and amounts of any such dividends remain subject to the discretion of our Board of Directors. During the fiscal quarter and fiscal year ended December 31, 2022, we paid dividends and dividend equivalents of $2.0 million and $7.5 million, respectively.
Issuer Purchases of Equity Securities
The Company had approximately $7.2 million in aggregate available under its share repurchase program as of December 31, 2022. The shares may be repurchased from time to time in open market transactions at prevailing market prices, in privately negotiated transactions, pursuant to a Rule 10b5-1 repurchase plan or by other means in accordance with federal securities laws. The timing and the amount of any repurchases will be determined by the Company’s management based on its evaluation of market conditions, capital allocation alternatives and other factors. There is no guarantee as to the number of shares that will be repurchased, and the repurchase program may be extended, suspended or discontinued at any time without notice at the Company’s discretion.
The following table details the repurchases that were made during the three months ended December 31, 2022.
Total Number of
Approximate Dollar
Shares (or Units)
Value of Shares
Total Number of
Purchased
That May Yet Be
Shares
Average
as Part of Publicly
Purchased Under
Purchased
Price Paid per
Announced Plans or Programs
the Plan or Programs
Period
(In thousands)
Share
(In thousands)
(In thousands) (1)
Oct 1 - Oct 31
4
$
4.76
4
$
7,246
Nov 1 - Nov 30
9
5.48
9
7,199
Dec 1 - Dec 31
9
5.39
9
7,152
(1)
On August 5, 2021, ISG Board of Directors approved a stock repurchase plan authorizing the Company to repurchase an aggregate of $25 million in shares of the Common Stock.
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Table of Contents
Securities Authorized for Issuance under Equity Compensation Plan
The following table lists information regarding outstanding options and shares reserved for future issuance under our Amended and Restated 2007 Equity and Incentive Award Plan (the “Incentive Plan”) and our Amended and Restated Employee Stock Purchase Plan (the “ESPP”) as of December 31, 2022. We have not issued any shares of our common stock to employees as compensation under a plan that has not been approved by our stockholders.
Number of Securities
Weighted
Number of Securities
to be
Average
Remaining Available
Issued upon
Exercise Price
for Future Issuance
Exercise of
of Outstanding
under Equity Compensation
Outstanding
Options,
Plans (Excluding
Options, Warrants
Warrants and
Shares Reflected in
Plan Category
and Rights(1)
Rights(2)
Column (2)(3))
Approved by Stockholders
3,820,728
$
—
3,932,497
Not Approved by Stockholders
—
—
—
Total
3,820,728
$
—
3,932,497
(1)
Of the 3,820,728 shares listed in this column, none are stock options issued under the Incentive Plan, 3,820,728 are restricted stock units issued under the Incentive Plan, and none are options issued during the current offering period under the ESPP.
(2)
The weighted-average exercise price includes outstanding options and RSUs, treating RSUs as stock awards with an exercise price of zero.
(3)
Includes 847,124 shares available for future issuance under the ESPP. Also includes 3,085,373 shares that were available for grant under the Incentive Plan as options and SARs and also for restricted stock, RSUs or other awards that could provide to the grantee an opportunity to earn the full value of an underlying share (in other words, such earning opportunity is not limited to the appreciation in value of our stock following the grant of the award).
Item 6. [Reserved]