Item 5. Other Information
Item 5. Other Information
During the three months ended September 30, 2023, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K, except as described in the table below:
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Action Date Trading Arrangement Total Shares to be Purchased or Sold Duration/Expiration Date
Rule 10b5-1* Non-Rule 10b5-1**
Stephen P. Ewald , General Counsel and Corporate Secretary
Adopt Post-market close on
July 26, 2023 [1]
X Up to 21,850 shares to be sold
The earlier of until cancelled or 180 days from the placement of the limit order
Kevin M. Brady , Chief Financial Officer and Treasurer
Adopt July 31, 2023 [2]
X Up to 7,000 shares to be sold
The earlier of until cancelled or 180 days from the placement of the limit order
Medpace Investors, LLC [3] Terminate [4] September 21, 2023 X Up to 500,000 shares to be sold
September 14, 2024
* Intended to satisfy the affirmative defense of Rule 10b5-1(c).
** Not intended to satisfy the affirmative defense of Rule 10b5-1(c).
[1] Post-market close on July 26, 2023, Mr. Ewald placed a limit order to sell up to 21,850 shares issued to him pursuant to his contemporaneous exercise of stock options.
[2] On July 31, 2023, Mr. Brady placed a limit order to sell up to 7,000 shares issued to him pursuant to his contemporaneous exercise of stock options.
[3] August J. Troendle , Chief Executive Officer and Chairman of the Board of the Company , is the sole manager and controlling unit holder of Medpace Investors, LLC (“MPI”) and has sole voting and investment control with respect to the securities held by MPI. Mr. Troendle may be deemed to indirectly beneficially own the securities of the Company held by MPI but disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
[4] Trading arrangement was originally adopted on May 1, 2023 .
Item 6. Exhibits
The exhibits in the accompanying Exhibit Index preceding the signature page are filed or furnished as a part of this report and are incorporated herein by reference.
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EXHIBIT INDEX
Incorporated by Reference
Exhibit
Number Exhibit Description Form File No. Exhibit Filing
Date
Filed/
Furnished
Herewith
31.1 Rule 13a-14(a) / 15d-14(a) Certification of Chief Executive Officer
*
31.2 Rule 13a-14(a) / 15d-14(a) Certification of Chief Financial Officer
*
32.1 Section 1350 Certification of Chief Executive Officer
**
32.2 Section 1350 Certification of Chief Financial Officer
**
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 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 *
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
* Filed herewith.
** Furnished herewith.
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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.
MEDPACE HOLDINGS, INC.
/s/ Kevin M. Brady
Kevin M. Brady
Chief Financial Officer
(Principal Financial Officer)
Date: October 24, 2023
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.