−Removed: Unregistered Sales of Equity S ecurities, Use of Proceeds, and Issuer Purchases of Equity Securities
+Added: Unregistered Sales of Equity S ecurities and Use of Proceeds
(c) Repurchase of Equity Securities by the Company
4 unchanged sentences
(In millions)
−Removed: July 3, 2023 - July 30, 2023
−Removed: July 31, 2023 - August 27, 2023
−Removed: August 28, 2023 - October 1, 2023
+Added: January 1, 2024 - January 28, 2024
+Added: January 29, 2024 - February 25, 2024
+Added: February 26, 2024 - March 31, 2024
(1) From time to time, our Board of Directors has authorized programs under which we may repurchase shares of our common stock, depending on market conditions, in the open market or through privately negotiated transactions.
−Removed: (2) During the three months ended October 1, 2023, we repurchased and retired, as reported on trade date, approximately 48,000 shares of common stock at a cost of approximately $0.6 million to facilitate tax withholding for Restricted Stock Units.
+Added: (2) During the three months ended March 31, 2024, we repurchased and retired, as reported on trade date, approximately 32,000 shares of common stock at a cost of approximately $0.5 million to facilitate tax withholding for Restricted Stock Units.
Defaults Upon Se nior Securities
3 unchanged sentences
Insider Trading Arrangements
−Removed: During the three months ended October 1, 2023, our Board of Directors and officers (as defined in Rule 16a-1(f)) under the Exchange Act adopted or terminated the contracts, instructions or written plans for the purchase or sale of the Company’s securities set forth in the table below.
+Added: During the three months ended March 31, 2024 , our Board of Directors and officers (as defined in Rule 16a-1(f)) under the Exchange Act adopted or terminated the contracts, instructions or written plans for the purchase or sale of the Company’s securities set forth in the table below.
Type of Trading Arrangement
5 unchanged sentences
Expiration Date
−Removed: Sarah Butterfass , Director
+Added: Cormack , Chief Marketing Officer
+Added: Net shares resulting from the vesting of 18,750 (gross) RSUs
+Added: Goli , Director
50% of net shares resulting from the vesting of 14,064 (gross) RSUs
−Removed: Andrew Kim , Chief Legal Officer
−Removed: Vikram Mehta ,
−Removed: Senior Vice President, SMB Products and Services
−Removed: Net shares resulting from the vesting of 26,562 (gross) RSUs and PSUs
−Removed: Martin Westhead , Chief Technology Officer, Software
−Removed: 3,066 shares plus net shares resulting from the vesting of 33,226 (gross) RSUs, PSUs and ESPP purchase
−Removed: Michael Werdann , Chief Revenue Officer
−Removed: Net shares resulting from the vesting of 25,000 (gross) RSUs and PSUs
+Added: Rogers , Chief People Officer
+Added: Up to 47,605 shares
+Added: Waechter , Director
+Added: Up to 7,991 shares
* Contract, instruction or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.
−Removed: ** “Non-Rule 10b5-1 trading arrangement”
−Removed: as defined in Item 408(c) of Regulation S-K under the Exchange Act
+Added: ** “Non-Rule 10b5-1 trading arrangement” as defined in Item 408(c) of Regulation S-K under the Exchange Act.
*** Net shares issued with shares withheld to administratively facilitate the withholding and subsequent remittance of personal income and payroll taxes for the vesting of RSUs and PSUs.
7 unchanged sentences
Form of registrant's common stock certificate
−Removed: 2016 Equity Incentive Plan, as amended
+Added: 2024 Inducement Equity Incentive Plan and forms of agreement thereunder
+Added: 2016 Equity Incentive Plan, as amended, and forms of agreement thereunder
+Added: Executive Succession and Advisory Services Agreement, dated January 30, 2024, between the registrant and Patrick C.S.
+Added: Offer Letter, dated January 30, 2024, between the registrant and Charles (CJ) Prober
+Added: Form of Change in Control and Severance Agreement (Chief Executive Officer)
Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer
10 unchanged sentences
Management contract or arrangement
−Removed: This certification is deemed to accompany this Form 10-Q and will not be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section.
+Added: This certification is deemed to accompany this Form 10-Q and will not be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section.
This certification will not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference.
4 unchanged sentences
(Principal Financial and Accounting Officer)
−Removed: November 3, 2023
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.