What changed in this filing

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Item 1. Financial Statements

2024-05-07 compared with 2024-02-09 · 105 added, 61 removed, 522 unchanged (24% of the section changed)

3 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS

December 31, September 30,

March 31, September 30,

(in millions, except share amounts)

22 unchanged sentences

60,000,000 shares authorized;

none outstanding at December 31, 2023, and September 30, 2023

none outstanding at March 31, 2024, and September 30, 2023

Common stock:

1 unchanged sentence

600,000,000 shares authorized;

156,112,060 and 155,871,932 shares outstanding at December 31, 2023, and September 30, 2023, respectively

155,681,228 and 155,871,932 shares outstanding at March 31, 2024, and September 30, 2023, respectively

Additional paid-in capital 1,214.7 1,240.4

7 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three months ended

Three months ended Six months ended

March 31, March 31,

2024 2023 2024 2023

(in millions, except per share amounts)

26 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Three months ended

Three months ended Six months ended

March 31, March 31,

2024 2023 2024 2023

(in millions)

Net income $ 44.3 $ 21.3 $ 58.6 $ 43.8

Other comprehensive income, net of income tax:

Other comprehensive income (loss), net of income tax:

Pension actuarial amortization 0.6 0.6 1.2 1.2

Foreign currency translation ( 4.4 ) ( 2.1 ) 8.9 1.9

Total other comprehensive income, net of income tax 13.9 4.6

Total other comprehensive income (loss), net of income tax ( 3.8 ) ( 1.5 ) 10.1 3.1

Comprehensive income $ 40.5 $ 19.8 $ 68.7 $ 46.9

17 unchanged sentences

Balance at December 31, 2023 $ 1.6 $ 1,231.9 $ ( 467.5 ) $ ( 34.8 ) $ 731.2

Net income — — 44.3 — 44.3

Dividends declared — ( 10.0 ) — — ( 10.0 )

Stock-based compensation — 1.9 — — 1.9

Shares retained for employee taxes — ( 0.2 ) — — ( 0.2 )

Common stock issued — 1.1 — — 1.1

Stock repurchased under buyback program — ( 10.0 ) — — ( 10.0 )

Other comprehensive loss, net of tax — — — ( 3.8 ) ( 3.8 )

Balance at March 31, 2024 $ 1.6 $ 1,214.7 $ ( 423.2 ) $ ( 38.6 ) $ 754.5

stock Additional

12 unchanged sentences

Balance at December 31, 2022 $ 1.6 $ 1,271.0 $ ( 544.8 ) $ ( 40.0 ) $ 687.8

Net income — — 21.3 — 21.3

Dividends declared — ( 9.5 ) — — ( 9.5 )

Stock-based compensation — 2.4 — — 2.4

Common stock issued — 0.4 — — 0.4

Other comprehensive loss, net of tax — — — ( 1.5 ) ( 1.5 )

Balance at March 31, 2023 $ 1.6 $ 1,264.3 $ ( 523.5 ) $ ( 41.5 ) $ 700.9

The accompanying notes are an integral part of the condensed consolidated financial statements.

2 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

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Six months ended

(in millions)

4 unchanged sentences

Amortization 13.7 14.0

Gain on sale of assets ( 0.1 ) ( 4.0 )

Loss (gain) on sale of assets 0.4 ( 3.7 )

Stock-based compensation 4.5 4.2

17 unchanged sentences

Dividends paid ( 20.0 ) ( 19.0 )

Common stock repurchased under buyback program ( 10.0 ) —

Employee taxes related to stock-based compensation ( 1.6 ) ( 1.5 )

Common stock issued 1.5 1.0

Debt issuance costs ( 0.8 ) —

Payments for finance lease obligations ( 0.5 ) ( 0.6 )

5 unchanged sentences

The accompanying notes are an integral part of the condensed consolidated financial statements.

Three months ended

Six months ended

(in millions)

6 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AS OF AND FOR THE THREE MONTHS ENDED DECEMBER 31, 2023

AS OF AND FOR THE THREE AND SIX MONTHS ENDED MARCH 31, 2024

Organization and Basis of Presentation

14 unchanged sentences

Net sales and operating income historically have been lowest in the three-month periods ending December 31 and March 31 when the northern United States and most of Canada generally face weather conditions that restrict significant construction activity.

Therefore, the results of operations for the three months ending December 31, 2023 are not necessarily indicative of operating results that may be achieved for any other interim period or the full year.

Therefore, the results of operations for the three and six months ended March 31, 2024 are not necessarily indicative of operating results that may be achieved for any other interim period or the full year.

Unless the context indicates otherwise, whenever we refer to a particular year, we mean our fiscal year ended or ending September 30 in that particular calendar year.

17 unchanged sentences

Upon adoption, ASU 2023-09 should be applied on a prospective basis while retrospective application is permitted.

We do not expect ASU 2023-09 to have a material impact on our financial statements and our related disclosures.

We do not expect ASU 2023-09 to have a material impact on our financial statements and related disclosures.

Strategic Reorganization and Other Charges

During the three months ended December 31, 2023, we recorded approximately $ 6.6 million in Strategic reorganization and other charges, primarily consisting of $ 1.5 million of expenses related to the cybersecurity incidents, expenses associated with our previously announced leadership transition as well as other transaction-related expenses.

During the three months ended December 31, 2022, we recorded a $ 4.0 million gain, before tax, on the sale of the Aurora, Illinois facility which was partially offset by transaction-related costs.

During the six months ended March 31, 2024, we recorded approximately $ 9.8 million in Strategic reorganization and other charges, consisting of $ 1.5 million of expenses related to the cybersecurity incidents, expenses associated with our previously announced leadership transition, severance as well as certain other transaction-related expenses.

During the six months ended March 31, 2023, we recorded a $ 4.0 million gain, before tax, on the sale of our Aurora, Illinois facility which was partially offset by certain transaction-related expenses.

Activity in accrued strategic reorganization and other charges, reported as part of Other current liabilities, is presented below:

Three months ended

Six months ended

(in millions)

37 unchanged sentences

Amounts are billed in accordance with contractual terms and unbilled amounts arise when the timing of billing differs from the timing of revenue recognized.

Advance payments and billings in excess of revenue are recognized and recorded as deferred revenue, the majority of which is classified as current based on the timing of when we expect to recognize revenue.

We include current deferred revenue within Other current liabilities in the accompanying condensed consolidated balance sheets.

Advance payments and billings in excess of revenue are recognized and recorded as deferred revenue and are classified as current or noncurrent based on the timing of when we expect to recognize revenue.

We include current deferred revenue and noncurrent deferred revenue within Other current liabilities and Other noncurrent liabilities, respectively, in the accompanying condensed consolidated balance sheets.

Refer to Note 7.

for current and noncurrent amounts.

Deferred revenue represents contract liabilities and is recorded when customers remit cash payments in advance of our satisfaction of performance obligations pursuant to contractual arrangements.

Contract liabilities are reversed when the performance obligation is satisfied and revenue is recognized.

During the three and six months ended March 31, 2024, approximately $ 1.9 million and $ 4.2 million, respectively of deferred revenue was recognized into revenue that was previously included in deferred revenue.

Also, during the three and six months ended March 31, 2024, $ 2.4 million and $ 3.9 million of additional deferred revenue was recorded.

The table below represents the balances of our customer receivables and deferred revenue.

December 31, September 30,

Deferred revenue primarily consists of monitoring, leak detection, software and hosting services.

March 31, September 30,

(in millions)

26 unchanged sentences

federal statutory income tax rate and the effective income tax rate is presented below:

Three months ended

Three months ended Six months ended

March 31, March 31,

2024 2023 2024 2023

federal statutory income tax rate 21.0 % 21.0 % 21.0 % 21.0 %

10 unchanged sentences

Effective income tax rate 24.8 % 23.9 % 22.7 % 23.7 %

At December 31, 2023 and September 30, 2023, the gross liabilities for unrecognized income tax benefits were $ 3.7 million and $ 5.0 million, respectively, and are included in Other noncurrent liabilities.

During the three months ended December 31, 2023, we recorded $ 1.6 million in income tax benefits due to the release of an uncertain tax position that expired on December 31, 2023.

At March 31, 2024 and September 30, 2023, the gross liabilities for unrecognized income tax benefits were $ 4.0 million and $ 5.0 million, respectively, and are included in Other noncurrent liabilities.

During the six months ended March 31, 2024, we recorded $ 1.6 million in income tax benefits due to the release of an uncertain tax position that expired on December 31, 2023.

No income tax benefits or expenses were recorded during the three months ended March 31, 2024 related to this uncertain tax position.

Borrowing Arrangements

The components of our long-term debt are as follows:

December 31, September 30,

March 31, September 30,

(in millions)

6 unchanged sentences

ABL Agreement.

Our asset-based lending agreement, as amended, (“ABL”) is provided by a syndicate of banking institutions and consists of a revolving credit facility for up to $ 175.0 million in borrowings that expires on July 29, 2025.

The ABL allows up to $ 25.0 million of swing line loans and up to $ 60.0 million of letters of credit.

Our asset-based lending agreement, as amended, (“ABL”), is provided by a syndicate of banking institutions and consists of a revolving credit facility for up to $ 175.0 million in borrowings that matures the earlier of (a) March 16, 2029, which is ninety-one days prior to the stated maturity date of our 4.0 % Senior Notes if the Notes are still outstanding on that date or (b) March 28, 2029.

The ABL includes the ability to borrow up to $ 25.0 million of swing line loans and up to $ 60.0 million of letters of credit.

The ABL permits us to increase the size of the credit facility by an additional $ 150.0 million in certain circumstances subject to adequate borrowing base availability.

In December 2023, we obtained a waiver under our ABL (“ABL Waiver”) to provide for additional time associated with certain technical reporting requirements that were delayed as a result of the cybersecurity incident announced on October 28, 2023.

In December 2023, we obtained a waiver under our ABL (“ABL Waiver”) to provide for additional time associated with certain reporting requirements that were delayed as a result of the cybersecurity incident announced on October 28, 2023.

Under the ABL Waiver, the maximum aggregate amount of borrowings and other credit extensions under the ABL was limited to $ 50.0 million at any time outstanding until all of the required reports were delivered.

1 unchanged sentence

Accordingly, we are no longer subject to any additional restrictions or borrowing limitations under the ABL, including the $ 50.0 million temporary limit on credit extensions.

Borrowings under the ABL bear interest at a floating rate equal to the Secured Overnight Financing Rate (“SOFR”) plus an adjustment of 10 basis points plus an applicable margin range of 200 to 225 basis points, or a base rate, as defined in the ABL, plus an applicable margin range of 100 to 125 basis points.

At December 31, 2023 the applicable margin for SOFR-based loans was 200 basis points and for base rate loans was 100 basis points.

On March 28, 2024, we amended our ABL to, among other things, (i) extend the maturity date from July 29, 2025 to the earlier of (a) March 28, 2029 and (b) 91 days prior to the stated maturity date of the Company’s 4.0 % Senior Notes due June 15, 2029 (as may be extended from time to time in accordance with the Indenture governing the notes) if the 4.0 % Senior Notes are then outstanding, (ii) decrease the grid-based interest rate margins by approximately 50 basis points to 150 basis points for Secured Overnight Financing Rate (“SOFR”) loans and 50 basis points for base rate loans when average availability is greater than 50 % of the aggregate revolving commitments, and to 175 basis points for SOFR loans and 75 basis points for base rate loans, when average availability is less than or equal to 50 % of the aggregate revolving credit commitments and (iii) replace the previously fixed 37.5 basis point unused commitment fee with a grid-based, quarterly unused commitment fee equal to (a) 37.5 basis points if average daily outstanding credit extensions for such quarter under the ABL (“Total Outstandings”) are less than or equal to 50 % of the aggregate revolving credit commitments or (b) 25.0 basis points if Total Outstandings for such quarter are greater than or equal to 50 % of the aggregate revolving credit commitments.

We incurred approximately $ 0.8 million in debt issuance costs in connection with the ABL amendment which were capitalized and will be amortized over the term of the ABL.

Borrowings under the ABL bear interest at a floating rate equal to SOFR plus an adjustment of 10 basis points plus an applicable margin range of 150 to 175 basis points, or a base rate, as defined in the ABL, plus an applicable margin range of 50 to 75 basis points.

At March 31, 2024, the applicable margin for SOFR-based loans was 150 basis points and for base rate loans was 50 basis points.

The ABL is subject to mandatory prepayments if total outstanding borrowings under the ABL are greater than the aggregate commitments under the revolving credit facility or if we dispose of overdue accounts receivable in certain circumstances.

3 unchanged sentences

Our obligations under the ABL are secured by a first-priority perfected lien on all of our United States inventory, accounts receivable, certain cash balances and other supporting assets.

The ABL includes a commitment fee for any unused borrowing capacity of 37.5 basis points per annum.

The ABL includes a commitment fee for any unused borrowing capacity of 37.5 basis points per annum when the unused capacity is above 50 % of the credit commitments, with a step down to 25.0 basis points per annum when unused capacity is less than or equal to 50 % of the credit commitments.

At March 31, 2024, the commitment fee was 37.5 basis points.

Borrowings are not subject to any financial maintenance covenants unless excess availability is less than the greater of $ 17.5 million and 10 % of the Loan Cap as defined in the ABL.

Excess availability based on December 31, 2023 data was $ 162.4 million, as reduced by $ 12.4 million of outstanding letters of credit and $ 0.2 million of accrued fees and expenses.

However, during the waiver period, credit extensions were temporarily limited to $ 50.0 million as set forth in the waiver.

Excess availability based on March 31, 2024 data was $ 162.6 million, as reduced by $ 12.2 million of outstanding letters of credit and $ 0.2 million of accrued fees and expenses.

4.0 % Senior Unsecured Notes.

2 unchanged sentences

Substantially all of our United States subsidiaries guarantee the 4.0 % Senior Notes, which are subordinate to borrowings under our ABL.

Based on quoted market prices, which is a Level 1 measurement, the outstanding 4.0 % Senior Notes had a fair value of $ 413.0 million at December 31, 2023.

Based on quoted market prices, which is a Level 1 measurement, the outstanding 4.0 % Senior Notes had a fair value of $ 407.7 million at March 31, 2024.

An indenture governing the 4.0 % Senior Notes (“Indenture”) contains customary covenants and events of default, including covenants that limit our ability to incur certain debt and liens.

There are no financial maintenance covenants associated with the Indenture.

We believe we were in compliance with these covenants at December 31, 2023.

We believe we were in compliance with these covenants at March 31, 2024.

We may redeem some or all of the 4.0 % Senior Notes at any time prior to June 15, 2024 at certain “make-whole” redemption prices and on or after June 15, 2024 at specified redemption prices.

Additionally, we may redeem up to 40 % of the aggregate principal amount of the 4.0 % Senior Notes at any time prior to June 15, 2024 with the net proceeds of specified equity offerings at specified redemption prices as set forth in the Indenture.

Upon a change of control, as defined in the Indenture, we would be required to offer to purchase the 4.0 % Senior Notes at a price equal to 101 % of the outstanding principal amount.

Upon a Change of Control, as defined in the Indenture, we

could be required to offer to purchase the 4.0 % Senior Notes at a price equal to 101 % of the outstanding principal amount if there is a Ratings Decline (as defined in the Indenture).

Retirement Plan

2 unchanged sentences

The components of net periodic cost for our Pension Plan are presented below:

Three months ended

Three months ended Six months ended

March 31, March 31,

2024 2023 2024 2023

(in millions)

7 unchanged sentences

The amortization of actuarial losses, net of income tax, is recorded as a component of Other comprehensive income.

For the three months ended December 31, 2023 and 2022, the amortization of actuarial net loss is shown net of income tax of $ 0.2 million and $ 0.3 million, respectively, in the condensed consolidated statements of comprehensive income.

For the three months ended March 31, 2024 and 2023, the amortization of actuarial net loss is shown net of income tax of $ 0.2 million and $ 0.3 million, respectively, in the condensed consolidated statements of comprehensive income.

For the six months ended March 31, 2024 and 2023, the amortization of actuarial loss is shown net of income tax of $ 0.4 million and $ 0.6 million respectively, in the condensed consolidated statements of comprehensive income.

Stock-based Compensation Plans

2 unchanged sentences

2012 Phantom Plan, and Employee stock purchase plan instruments under our 2006 Employee Stock Purchase Plan.

Grants issued during the three months ended December 31, 2023 are as follows:

Grants issued during the six months ended March 31, 2024 are as follows:

Number granted Weighted average grant date fair value per instrument Total grant date fair value

8 unchanged sentences

Total - Quarter ended December 31, 2023 $ 11.3

Quarter ended March 31, 2024

Restricted stock units 81,136 $ 15.59 $ 1.3

Phantom Plan instruments 2,544 15.71 —

Employee stock purchase plan instruments 35,998 $ 2.62 0.1

Total - Quarter ended March 31, 2024 1.4

Total - Year-to-date ended March 31, 2024 $ 12.7

An MRSU award represents a target number of units that may be paid out at the end of a three-year award cycle based on a calculation of our relative total shareholder return (“TSR”) performance as compared with the TSR of a selected peer group.

12 unchanged sentences

The expected term represents the average period of time the units are expected to be outstanding.

At December 31, 2023, the outstanding Phantom Plan instruments had a fair value of $ 14.40 per instrument and our liability for Phantom Plan instruments was $ 2.0 million and is included within Other current and Other noncurrent liabilities.

At March 31, 2024, the outstanding Phantom Plan instruments had a fair value of $ 16.09 per instrument and our liability for Phantom Plan instruments was $ 3.0 million and is included within Other current liabilities and Other noncurrent liabilities.

Stock options generally vest ratably over three years on each anniversary date.

13 unchanged sentences

Restricted stock units generally vest ratably over the life of the award, usually three years , on each anniversary date of the original grant.

Compensation expense for restricted stock units is recognized between the grant date and the vesting date (or the date on which a participant becomes Retirement-eligible, if sooner) on a straight line basis for each tranche of each award.

Compensation expense for restricted stock units is recognized between the grant date and the vesting date (or the date on which a participant becomes retirement-eligible under the terms of the 2006 Stock Plan, if sooner) on a straight-line basis for each tranche of each award.

Fair values of restricted stock units are determined using the closing price of our common stock on the respective grant date.

4 unchanged sentences

The price for the shares purchased under the ESPP is 85 % of the lower of the closing price on the first day or the last day of the offering period.

We issued 168,897 shares of common stock to settle PRSUs vested during the three months ended December 31, 2023.

Additionally, we issued 146,760 shares of common stock to settle restricted stock units vested during the three months ended December 31, 2023.

Finally, we issued 3,582 shares of common stock to settle stock options exercised during the three months ended December 31, 2023.

Common shares totaling 109,961 were surrendered to us to pay the applicable tax withholding obligations of equity award participants for the three months ended December 31, 2023.

Operating income included stock-based compensation expense of $ 2.6 million and $ 2.7 million during the three months ended December 31, 2023 and 2022, respectively.

At December 31, 2023, there was approximately $ 16.8 million of unrecognized compensation expense related to stock-based compensation arrangements, which will be expensed through December 2026.

We excluded 712,164 and 1,274,371 stock-based compensation instruments from the calculations of diluted earnings per share in the three months ended December 31, 2023 and 2022, respectively, since their inclusion would have been antidilutive.

We issued 168,897 shares of common stock to settle PRSUs vested during the six months ended March 31, 2024;

no shares of common stock were issued to settle PRSUs during the three months ended March 31, 2024.

Additionally, we issued 112,654 and 259,414 shares of common stock to settle restricted stock units vested during the three and six months ended March 31, 2024, respectively.

Finally, we issued 66,968 and 70,550 shares of common stock to settle stock options exercised during the three and six months ended March 31, 2024, respectively.

Common shares totaling 9,952 and 119,913 were surrendered to us to pay the applicable tax withholding obligations of equity award participants for the three and six months ended March 31, 2024, respectively.

Operating income included stock-based compensation expense of $ 3.0 million and $ 3.4 million during the three months ended March 31, 2024 and 2023, respectively.

Operating income included stock-based compensation of $ 6.4 million and $ 6.2 million during the six months ended March 31, 2024 and 2023, respectively.

At March 31, 2024, there was approximately $ 14.2 million of unrecognized compensation expense related to stock-based compensation arrangements, which will be expensed through December 2026.

We excluded 603,417 and 998,607 stock-based compensation instruments from the calculations of diluted earnings per share in the three months ended March 31, 2024 and 2023, respectively, and 659,148 and 1,269,484 for the six months ended March 31, 2024 and 2023, respectively, since their inclusion would have been antidilutive.

Supplemental Balance Sheet Information

Selected supplemental asset information is presented below:

December 31, September 30,

March 31, September 30,

(in millions)

29 unchanged sentences

Selected supplemental liability information is presented below:

December 31, September 30,

March 31, September 30,

(in millions)

21 unchanged sentences

Asset retirement obligation 4.2 4.2

Deferred revenue 5.0 —

Deferred development grant 2.5 2.5

2 unchanged sentences

Goodwill is tested for impairment at the reporting unit level (operating segment or one level below an operating segment) on an annual basis on September 1 of each fiscal year or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value.

The following table summarizes information concerning our goodwill, all of which is within our Water Management Solutions segment, during the three months ended December 31, 2023, in millions:

The following table summarizes information concerning our goodwill, all of which is within our Water Management Solutions segment, during the six months ended March 31, 2024, in millions:

Balance at September 30, 2023:

2 unchanged sentences

Goodwill, net 93.7

Activity during the three months ended December 31, 2023:

Activity during the six months ended March 31, 2024:

Change in foreign currency exchange rates 3.3

Balance at December 31, 2023

Balance at March 31, 2024

Segment Information

3 unchanged sentences

Summarized financial information for our segments is presented below:

Three months ended

Three months ended Six months ended

March 31, March 31,

2024 2023 2024 2023

(in millions)

22 unchanged sentences

Corporate — — — —

$ 10.1 $ 10.6 $ 15.8 $ 20.5

Water Flow Solutions disaggregated revenue:

24 unchanged sentences

Current period other comprehensive income 1.2 8.9 10.1

Balance at December 31, 2023 $ ( 27.9 ) $ ( 6.9 ) $ ( 34.8 )

For the three months ended December 31, 2023, pension actuarial amortization included in the condensed consolidated statements of comprehensive income as a component of pension expense other than service was $ 0.8 million, net of income tax of $ 0.2 million.

Balance at March 31, 2024 $ ( 27.3 ) $ ( 11.3 ) $ ( 38.6 )

For the six months ended March 31, 2024, pension actuarial amortization included in the condensed consolidated statements of comprehensive income as a component of pension expense other than service was $ 1.6 million, net of income tax of $ 0.4 million.

Refer to Note 5.

Retirement Plans for further information.

For the three months ended December 31, 2023, foreign currency translation included in the condensed consolidated statements of comprehensive income was $ 13.3 million, net of no income tax.

For the six months ended March 31, 2024, foreign currency translation included in the condensed consolidated statements of comprehensive income was $ 8.9 million, net of no income tax.

Commitments and Contingencies

20 unchanged sentences

Ultimate liability for the site will depend on many factors that have not yet been determined, including the determination of the Environmental Protection Agency’s remediation costs, the number and financial viability of the other PRPs (there are four other PRPs currently) and the determination of the final allocation of the costs among the PRPs.

Since the amounts of such costs cannot be reasonably estimated at this time, no amounts have been accrued for this matter at December 31, 2023.

Since the amounts of such costs cannot be reasonably estimated at this time, no amounts have been accrued for this matter at March 31, 2024.

Indemnifications .

1 unchanged sentence

In some cases, this indemnity extends to related liabilities arising from the negligence of the indemnified parties, but usually excludes any liabilities caused by gross negligence or willful misconduct.

We cannot estimate the potential amount of future payments under these indemnities until events arise

that would trigger a liability under the indemnities.

We cannot estimate the potential amount of future payments under these indemnities until events arise that would trigger a liability under the indemnities.

Additionally, in connection with the sale of assets and the divestiture of businesses, such as the divestitures of U.S.

14 unchanged sentences

Subsequent Events

On January 25, 2024 , our Board of Directors declared a dividend of $ 0.064 per share on our common stock, payable on or about February 20, 2024 to stockholders of record at the close of business on February 9, 2024 .

As of February 6, 2024, we were in compliance with the required deliverables under the ABL and the waiver period terminated including the $ 50.0 million temporary limit on credit extensions.

On April 23, 2024 , our Board of Directors declared a dividend of $ 0.064 per share on our common stock, payable on or about May 20, 2024 to stockholders of record at the close of business on May 10, 2024 .

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.

What changed 10-Q

Item 1. Financial Statements