KIRBY CORP 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds Issuer Purchases of Equity Securities Period Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans Maximum Number of Shares that May Yet be Purchased Under the Plans April 1 — April 30, 2022 — $ — — — May 1 — May 31, 2022 — $ — — — June 1 — June 30, 2022 310,047 $ 58.33 — — Total 310,047 $ 58.33 — — Purchases of the Company's common stock in June 2022 were made in the open market pursuant to a discretionary authorization by the Board of Directors. 28 Item 6. Exhibits EXHIBIT INDEX Exhibit Number Description of Exhibits 3.1 – Restated Articles of Incorporation of the Company with all amendments to date (incorporated by reference to Exhibit 3.1 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2014). 3.2 – Bylaws of the Company, as amended to March 17, 2020 (incorporated by reference to Exhibit 3.2 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2014). 3.3 – Amendment to Bylaws of Kirby Corporation dated March 18, 2020 (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the Commission on March 19, 2020). 4.1 – See Exhibits 3.1, 3.2, and 3.3 hereof for provisions of our Restated Articles of Incorporation of the Company with all amendments to date, the Bylaws of the Company, as amended to March 17, 2020, and Amendment to Bylaws of the Company dated March 18, 2020 (incorporated by reference to Exhibit 3.1 and 3.2 , respectively, to the Registrant's Annual Report on Form 10-K for the year ended December 31, 2014 and Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the Commission on March 19, 2020). 10.1† – Change of Control Agreement by and between Kirby Corporation and David W. Grzebinski dated May 16, 2022 (incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed with the Commission on May 20, 2022). 10.2† – Change of Control Agreement by and between Kirby Corporation and Raj Kumar dated May 16, 2022 (incorporated by reference to Exhibit 10.2 to the Registrant's Current Report on Form 8-K filed with the Commission on May 20, 2022). 10.3† – Change of Control Agreement by and between Kirby Corporation and Christian G. O'Neil dated May 16, 2022 (incorporated by reference to Exhibit 10.3 to the Registrant's Current Report on Form 8-K filed with the Commission on May 20, 2022). 10.4† – Change of Control Agreement by and between Kirby Corporation and Amy D. Husted dated May 16, 2022 (incorporated by reference to Exhibit 10.4 to the Registrant's Current Report on Form 8-K filed with the Commission on May 20, 2022). 10.5† – Letter Agreement dated June 5, 2022 between the Company and Joseph H. Reniers (incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K/A filed with the Commission on June 9, 2022). 10.6† – Enhanced Transition Assistance Agreement dated June 5, 2022 between the Company and Joseph H. Reniers (incorporated by reference to Exhibit 10.2 to the Registrant's Current Report on Form 8-K/A filed with the Commission on June 9, 2022). 10.7 – Credit Agreement dated July 29, 2022 among Kirby Corporation, JPMorgan Chase Bank, N.A., as Administrative Agent, and the banks named therein (incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed with the Commission on July 29, 2022). 31.1* – Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) 31.2* – Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) 32* – Certification Pursuant to 18 U.S.C. Section 1350 101.INS* – Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document 101.SCH* – Inline XBRL Taxonomy Extension Schema Document 101.CAL* – Inline XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF* – Inline XBRL Taxonomy Extension Definition Linkbase Document 101.LAB* – Inline XBRL Taxonomy Extension Label Linkbase Document 101.PRE* – Inline XBRL Taxonomy Extension Presentation Linkbase Document 104* – Cover Page Interactive Data File (embedded within the Inline XBRL document) * Filed herewith. † Management contract, compensatory plan or arrangement. 29 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. KIRBY CORPORATION (Registrant) By: /s/ Raj Kumar Raj Kumar Executive Vice President and Chief Financial Officer Dated: August 8, 2022 30