Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Sales of Unregistered Securities
None.
44
Table of Contents
Issuer Purchases of Equity Securities
The following table summarizes the stock repurchase activity for the three months ended July 31, 2026 (in thousands, except share and per share data):
Total Number of Shares Purchased (1)
Average Price Paid per Share (2)
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)
Approximate Dollar Value that May Yet Be Purchased Under the Plans or Programs (1)
May 1, 2026 to May 31, 2026
— $ — — $ 65,002
June 1, 2026 to June 30, 2026
4,704,528 17.40 4,704,528 23
July 1, 2026 to July 31, 2026
— — — 23
Total 4,704,528 4,704,528
(1) In December 2025, our Board of Directors authorized, and on December 8, 2025, the Company announced a stock repurchase program of up to $100.0 million of our outstanding common stock. In March 2026, our Board of Directors separately authorized, and on March 31, 2026, the Company entered into an ASR agreement with Wells Fargo Bank, N.A., for $100.0 million of our outstanding common stock. Upon payment of the aggregate purchase price of $100.0 million, we received initial delivery of 5,547,850 shares of our common stock, representing approximately 80% of the aggregate purchase price, based on an initial price of $14.98 per share. On June 2, 2026, upon final settlement of the ASR agreement, we received 487,675 additional shares (which are included in the table above) of our common stock based on a daily volume-weighted average price of $16.57 during the term of the ASR agreement. See Note 8 “Stockholders’ Equity and Stock-Based Compensation” of the notes to our unaudited condensed consolidated financial statements included in Part 1, Item 1 of this Quarterly Report on Form 10-Q for additional information.
(2) The average price per share excludes transaction costs and excise tax associated with the repurchases.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.
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.