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 repurchase of company stock. During the fourth quarter of fiscal 2021, pursuant to the existing board authorization, we adopted a plan to repurchase company stock pursuant to Rule 10b5-1 of the Securities Exchange Act of 1934. The plan was effective April 2 6, 2021. Under this plan, our broker has the authority to repurchase company shares on our behalf, subject to SEC regulations and the price, market volume and timing constraints specified in the plan. The plan expires at the close of business on November 26 , 2021 . We spent $15.0 million in the second quarter of fiscal 2022 to repurchase 0.4 million shares. As of October 23, 2021, 8.6 million shares remained available for repurchase pursuant to this authorization. With the operating cash flows we anticipate generating in fiscal 2022, we expect to continue repurchasing company stock.
The following table summarizes our repurchases of company stock during the quarter ended October 23, 2021:
(Unaudited, amounts in thousands, except per share data) Total number of
shares repurchased (1) Average price paid per share Total number of shares repurchased as part of publicly announced plan (2) Maximum number of shares that may yet be repurchased under the plan
Fiscal August (July 25 – August 28, 2021) 434 $ 34.52 434 8,592
Fiscal September (August 29 – September 25, 2021) — — — 8,592
Fiscal October (September 26 – October 23, 2021) — — — 8,592
Fiscal Second Quarter of 2022 434 $ 34.52 434 8,592
(1) In addition to the 434,247 shares we repurchased during the quarter as part of our publicly announced, board-authorized plan described above, this column includes 179 shares repurchased from employees to satisfy their withholding tax obligations upon vesting of restricted and performance based shares.
(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, 33.5 million shares have been added to the plan for repurchase, including 6.5 million shares approved by the company's board of directors on August 17, 2021. The authorization has no expiration date.
ITEM 6. EXHIBITS
Exhibit
Number Description
(4.1) Credit Agreement dated as of October 15, 2021, among La-Z-Boy Incorporated, the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent (Incorporated by reference to an exhibit to Form 8-K filed October 15, 2021).
(31.1) Certifications of Chief Executive Officer pursuant to Rule 13a-14(a)
(31.2) Certifications of Chief Financial Officer pursuant to Rule 13a-14(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 23, 2021, formatted in Inline XBRL (included in Exhibit 101)
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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 16, 2021
BY: /s/ Jennifer L. McCurry
Jennifer L. McCurry
Vice President, Corporate Controller and Chief Accounting Officer
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