Item 2. Unregistered Sales of Equity Securities
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Our board of directors has authorized the purchase of company stock. As of October 24, 2020, 4.5 million shares remained available for purchase pursuant to this authorization. As announced on March 29, 2020, share repurchases under the board of directors’ prior authorization were temporarily halted to prioritize near-term financial flexibility in response to the impact of COVID-19, as such, there were no share repurchases under the authorized plan in the second quarter of fiscal 2021. Amounts in the table below include shares purchased from employees to satisfy their withholding tax obligations upon vesting of restricted and performance-based shares.
The following table summarizes our purchases of company stock during the quarter ended October 24, 2020:
(Unaudited, amounts in thousands, except per share data) Total number of
shares purchased (1) Average price paid per share Total number of shares purchased as part of publicly announced plan (2) Maximum number of shares that may yet be purchased under the plan
Fiscal August (July 26 – August 29, 2020) — $ — — 4,524
Fiscal September (August 30 – September 26, 2020) — $ — — 4,524
Fiscal October (September 27 – October 24, 2020) — $ — — 4,524
Fiscal Second Quarter of 2021 — — 4,524
(1) There were no shares purchased during the quarter as part of our publicly announced, board-authorized plan described above. During the quarter ended October 24, 2020, 191 shares were purchased from employees to satisfy their withholding tax obligations upon vesting of restricted shares with an average share price of $28.44 per share.
(2) On October 28, 1987, our board of directors announced the authorization of the plan to repurchase company stock. The plan originally authorized 1.0 million shares, and since October 1987, 27.0 million shares have been added to the plan for repurchase. The authorization has no expiration date.
ITEM 6. EXHIBITS
Exhibit
Number Description
(31.1) Certifications of Chief Executive Officer pursuant to Rule 13a14(a)
(31.2) Certifications of Chief Financial Officer pursuant to Rule 13a14(a)
(32) Certifications of Executive Officers pursuant to 18 U.S.C. Section 1350(b)
(101.INS) Inline XBRL Instance Document
(101.SCH) Inline XBRL Taxonomy Extension Schema Document
(101.CAL) Inline XBRL Taxonomy Extension Calculation Linkbase Document
(101.LAB) Inline XBRL Taxonomy Extension Label Linkbase Document
(101.PRE) Inline XBRL Taxonomy Extension Presentation Linkbase Document
(101.DEF) Inline XBRL Taxonomy Extension Definition Linkbase Document
(104) The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended October 24, 2020, formatted in Inline XBRL (included in Exhibit 101)
* Indicates a management contract or compensatory plan or arrangement under which a director or executive officer may receive benefits.
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Table of Contents
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.
LA-Z-BOY INCORPORATED
(Registrant)
Date: November 17, 2020
BY:/s/Lindsay A. Barnes
Lindsay A. Barnes
Vice President, Corporate Controller, Chief Accounting Officer and Treasurer
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