Unregistered Sales of Equity Securities and Use of Proceeds
−Removed: The following table presents information with respect to purchases of common stock we made during the three months ended September 30, 2023.
−Removed: In December 2022, in connection with the issuance of the Notes, our Board of Directors authorized the repurchase of up to $150.0 million in aggregate amount of our common stock under certain circumstances, of which $75.0 million were repurchased prior to the nine months ended September 30, 2023.
−Removed: The 2015 Equity Incentive Plan, adopted by us on June 24, 2015, as amended on April 26, 2016 and as further amended on April 27, 2017, April 24, 2019, April 28, 2021 and April 28, 2022 (the “2015 Plan”), provides for the withholding of shares to satisfy minimum statutory tax withholding obligations.
+Added: The following table presents information with respect to purchases of common stock we made during the three months ended March 31, 2024.
+Added: In December 2022, in connection with the issuance of the Notes, our Board of Directors authorized the repurchase of up to $150.0 million in aggregate amount of our common stock under certain circumstances, of which $75.0 million were repurchased in December 2022.
+Added: As of December 31, 2023, the authorization for share buyback expired and no additional shares may be purchased under the program following the expiration date.
+Added: The 2015 Equity Incentive Plan, adopted by us on June 24, 2015, as amended on April 26, 2016 and as further amended on April 27, 2017, April 24, 2019, April 28, 2021, April 28, 2022 and April 25, 2024 (the “2015 Plan”), provides for the withholding of shares to satisfy tax withholding obligations.
It does not specify a maximum number of shares that can be withheld for this purpose.
−Removed: The shares of common stock withheld to satisfy minimum tax withholding obligations may be deemed to be “issuer purchases” of shares that are required to be disclosed pursuant to this Item 2.
+Added: The shares of common stock withheld to satisfy tax withholding obligations may be deemed to be “issuer purchases” of shares that are required to be disclosed pursuant to this Item 2.
Period Total Number of
6 unchanged sentences
May Yet Be Purchased Under
−Removed: July 2023* 4,944 $ 87.40 0 $75.0 million
−Removed: August 2023* 1,867 $ 67.33 0 $75.0 million
−Removed: September 2023* 4,346 $ 65.04 0 $75.0 million
+Added: January 2024* 950 $ 55.19 — $0.0 million
+Added: February 2024* 2,938 $ 57.75 — $0.0 million
+Added: March 2024* 297,774 $ 65.31 — $0.0 million
Total 301,662 — $0.0 million
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−Removed: * Reflects shares withheld to satisfy minimum statutory tax withholding amounts due from employees related to the receipt of stock which resulted from the exercise or vesting of equity awards.
+Added: * Reflects shares withheld to satisfy tax withholding amounts due from employees related to the receipt of stock which resulted from the exercise or vesting of equity awards.
Dividend Policy
8 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.