UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
−Removed: On November 2, 2021, LP's Board of Directors authorized the Second 2021 Share Repurchase Program.
−Removed: LP may initiate, discontinue or resume purchases of its common stock under the Second 2021 Share Repurchase Program, and may make additional repurchases of common stock, in the open market, in block transactions and in privately-negotiated transactions, including under Rule 10b5-1 plans, at times and in such amounts as management deems appropriate without prior notice, subject to market and business conditions, regulatory requirements and other factors.
−Removed: The following amount of our common stock was repurchased under this authorization during the quarter ended March 31, 2022:
+Added: On May 3, 2022, LP's Board of Directors authorized an additional share repurchase plan under which the Company may repurchase shares of its common stock totaling up to $600 million (the 2022 Share Repurchase Program).
+Added: Repurchases of such shares may be effected, among other ways, in open market transactions, privately negotiated transactions, or through a series of forward purchase agreements, option contracts, or similar agreements and contracts, including a Rule 10b5-1 plan, in accordance with the rules and regulations of the SEC.
+Added: The timing and amount of repurchase transactions are subject to the Company’s discretion and will depend on a variety of factors, including market and business conditions and other considerations.
+Added: The following amounts of our common stock were repurchased under this authorization during the quarter ended June 30, 2022:
Period Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Purchase Plans or Programs 1
−Removed: Approximate Dollar Value of Shares Available for Repurchase Under the Plans or Programs
+Added: Approximate Dollar Value of Shares that May Yet be Purchased Under the Plans or Programs
( in millions ) end
−Removed: January 1, 2022 - January 31, 2022 — $ — — $ 500
−Removed: February 1, 2022 - February 28, 2022 — $ — — $ 500
−Removed: March 1, 2022 - March 31-2022 1,531,738 $ 67.84 1,531,738 $ 396
−Removed: Total for First Quarter 2022 1,531,738 1,531,738
−Removed: 1 On November 2, 2021, LP's Board of Directors authorized the Second 2021 Share Repurchase Program under which LP may repurchase shares of its common stock totaling up to $500 million.
−Removed: As of March 31, 2022, LP had used $104 million under the Second 2021 Share Repurchase Program.
−Removed: 10.1 Form of Restricted Stock Unit Award Agreement with retirement provisions under the 2013 Omnibus Stock Award Plan.*
−Removed: 10.2 Form of 2022 Performance Shares Award Agreement under the 2013 Omnibus Stock Award Plan.*
+Added: April 1, 2022 - April 30, 2022 2,560,504 $ 62.17 2,560,504 $ 237
+Added: May 1, 2022 - May 31, 2022 2,346,876 $ 68.56 2,346,876 $ 676
+Added: June 1, 2022 - June 30, 2022 2,430,433 $ 62.00 2,430,433 $ 525
+Added: Total for Second Quarter 2022
+Added: 7,337,813 7,337,813
+Added: 1 On November 2, 2021, LP's Board of Directors authorized a share repurchase plan under which LP may repurchase shares of its common stock totaling up to $500 million (the Second 2021 Share Repurchase Program).
+Added: On May 3, 2022, LP's Board of Directors authorized the 2022 Share Repurchase Program under which LP may repurchase shares of its common stock totaling up to $600 million.
+Added: As of June 30, 2022, LP had used $500 million under the Second 2021 Share Repurchase Program and $75 million under the 2022 Share Repurchase Program.
+Added: Asset Purchase Agreement, dated as of June 21, 2022, by and among Louisiana-Pacific Corporation, Louisiana-Pacific Canada LTD, Pacific Woodtech Corporation and Pacific Woodtech Canada Holdings Limited.
+Added: Incorporated herein by reference to Exhibit 2.1 to LP’s Current Report on Form 8-K filed on June 22, 2022.***
2022 Omnibus Stock Award Plan.
1 unchanged sentence
Form of Restricted Stock Unit Award Agreement with retirement provisions under the 2022 Omnibus Stock Award Plan.
+Added: Incorporated herein by reference to Exhibit 10.4 to LP's Quarterly Report on Form 10-Q for the quarter ended March 31, 2022.
Form of Restricted Stock Unit Award Agreement for directors under the 2022 Omnibus Stock Award Plan.
+Added: Incorporated herein by reference to Exhibit 10.5 to LP's Quarterly Report on Form 10-Q for the quarter ended March 31, 2022.
Form of Performance Shares Award Agreement under the 2022 Omnibus Stock Award Plan.
+Added: Incorporated herein by reference to Exhibit 10.6 to LP's Quarterly Report on Form 10-Q for the quarter ended March 31, 2022.
First Amendment to Louisiana-Pacific 2019 Employee Stock Purchase Plan.
+Added: Incorporated herein by reference to Exhibit 10.7 to LP's Quarterly Report on Form 10-Q for the quarter ended March 31, 2022.
Amended and Restated Louisiana-Pacific Corporation Non-Employee Director Compensation Plan.
+Added: Incorporated herein by reference to Exhibit 10.8 to LP's Quarterly Report on Form 10-Q for the quarter ended March 31, 2022.
Certifications of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.
10 unchanged sentences
** Furnished herewith.
+Added: *** Disclosure schedules and certain exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K.
+Added: The Asset Purchase Agreement as filed identifies such schedules and exhibits, including the general nature of their contents.
+Added: Louisiana-Pacific Corporation will furnish a copy of any omitted attachment to the Securities and Exchange Commission on a confidential basis upon request.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this quarterly report on Form 10-Q to be signed on its behalf by the undersigned thereunto duly authorized.
LOUISIANA-PACIFIC CORPORATION
−Removed: May 3, 2022 B Y :
+Added: August 9, 2022 B Y :
BRADLEY SOUTHERN
1 unchanged sentence
Chief Executive Officer
−Removed: May 3, 2022 B Y :
+Added: August 9, 2022 B Y :
/S/ ALAN J.M.
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.